Common use of Authorized Disclosure Clause in Contracts

Authorized Disclosure. Ardelyx may disclose Product Information and each Party may disclose Confidential Information (other than Product Information) to the extent that such disclosure is: (a) required by law, order, or regulation of a government agency or a court of competent jurisdiction, or by the rules of a securities exchange, provided that the Party required to make such disclosure shall (i) give the other Party reasonable advance notice of and an opportunity to comment on any such required disclosure, (ii) if requested by the other Party, use Commercially Reasonable Efforts to obtain protective orders or any available limitations on or exemptions from such disclosure requirement where applicable and practicable; (b) made to a patent office for the purposes of filing or enforcing a Patent as permitted in this Agreement, provided, however, that reasonable measures shall be taken to assure confidential treatment of such information, to the extent such protection is available; (c) made by AstraZeneca or its Affiliates, Distributors, Sublicensees or other sublicensees or by Ardelyx (as expressly authorized under this Agreement or as necessary to conduct Ardelyx’s obligations under this Agreement) to a Regulatory Health Authority for the purposes of any filing, application or request for Regulatory Approval for Licensed Compounds or Licensed Products as permitted in this Agreement; (d) made to investment bankers, financial advisors, actual or potential Third Party partners, investors, licensees, sublicensees or acquirers of all or substantially all of the assets to which this Agreement relates; (e) made by AstraZeneca or its Affiliates, Distributors, Sublicensees, or other sublicensees to Third Parties as may be necessary or useful in connection with the Exploitation of the Licensed Compounds or Licensed Products as contemplated by this Agreement, including subcontracting or sublicensing transactions in connection therewith or (f) made by Ardelyx to Third Parties as may be necessary or useful in connection with its performance of its obligations under this Agreement; provided that with respect to disclosures as per subsection (d), (e), (f), or the following sentence, the Party making such disclosures shall ensure that each Third Party recipient is bound by obligations of confidentiality no less restrictive than those contained in this Agreement and shall be liable to the other Party for any breach of such confidentiality obligations by the relevant recipient. In addition (but without prejudice to) the above provisions, each Party shall be entitled to disclose, under a binder of confidentiality containing provisions as protective as those of this Article 10, Confidential Information to any Third Party for the purpose of carrying out activities authorized under this Agreement, including without limitation disclosures to Sublicensees or other sublicensees.

Authorized Disclosure. Ardelyx may disclose Product Information and Notwithstanding any other provision of this Agreement, each Party may disclose Confidential Information (of the other than Product Information) Party to the extent that such disclosure is: (a) and to the Persons as required by lawApplicable Law, orderlegal process, court order or regulation of a government agency or a court of competent jurisdiction, or by the rules of the National Association of Securities Dealers or of a securities exchange, provided that the Party required to make such disclosure shall (i) give the other Party reasonable advance notice of and an opportunity to comment on any such required disclosure, (ii) if requested by the other Party, use Commercially Reasonable Efforts to obtain protective orders or any available limitations on or exemptions from such disclosure requirement where applicable and practicableRegulatory Authority; (b) made to a patent office for the purposes of filing or enforcing a Patent as permitted in this Agreement, provided, however, that reasonable measures shall be taken the Party required or intending to assure confidential treatment of such informationdisclose the other Party’s Confidential Information shall, to the extent permitted by such protection is available; (c) made Applicable Law, process, order or rules, first have given prompt notice to such other Party to enable it to seek any available exemptions from or limitations on such disclosure requirement and shall reasonably cooperate in such efforts by AstraZeneca or the other Party. Notwithstanding anything to the contrary in Section 9.1, Corregidor may also disclose the Confidential Information of Alkermes to the extent required in its Affiliatesreasonable judgment to Develop, Distributors, Sublicensees or other sublicensees or by Ardelyx (as expressly authorized under this Agreement or as necessary to conduct Ardelyx’s obligations under this Agreement) to a Regulatory Health Authority for the purposes of any filing, application or request for Regulatory Approval for Licensed Compounds or Manufacture and Commercialize Licensed Products as permitted in this Agreement; (d) made pursuant to investment bankers, financial advisors, actual or potential Third Party partners, investors, licensees, sublicensees or acquirers of all or substantially all of the assets to which this Agreement relates; (e) made by AstraZeneca or its Affiliates, Distributors, Sublicensees, or other sublicensees to Third Parties as may be necessary or useful in connection with the Exploitation of the Licensed Compounds or Licensed Products as contemplated by this Agreement, including subcontracting to (i) prosecute patent applications directed to Licensed Products and as otherwise contemplated in this Agreement, (ii) make filings and submissions to, or sublicensing transactions correspond or communicate with, Regulatory Authorities, (iii) conduct discussions with actual or potential investors, Collaboration Partners, acquirers or Distributors, and (iv) secure, operate and maintain appropriate facilities and capabilities to support, and otherwise to conduct, the Development, Manufacture and Commercialization of Licensed Products pursuant to this Agreement. Notwithstanding the foregoing, in connection therewith the event that Corregidor discovers in the Documentation any Confidential Information of Alkermes that it believes may comprise any Confidential Information of Xxx Xxxxx and Company, then Corregidor shall promptly provide such Confidential Information to Alkermes. If Alkermes confirms that such Confidential Information comprises Confidential Information of Xxx Lilly and Company, then Corregidor shall maintain such Confidential Information in confidence and not disclose it to any Third Party. THIS EXHIBIT HAS BEEN REDACTED AND IS THE SUBJECT OF A CONFIDENTIAL TREATMENT REQUEST. REDACTED MATERIAL IS MARKED WITH [* * *] AND HAS BEEN FILED SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSION. EXECUTION COPY In addition, notwithstanding the foregoing, in the event that Corregidor discovers any Confidential Information of Alkermes that it believes comprises detailed information relating to pharmaceutical product formulations or pharmaceutical product manufacturing processes that does not fall within the exceptions set forth in Sections 1.27 (fa) made by Ardelyx through (d) (“Alkermes Proprietary Information”), and if Corregidor wishes to disclose such Confidential Information to a Third Parties as may be necessary or useful Party in connection with its performance of its obligations under this Agreement; provided that disclosures permitted pursuant to subsections (iii) and (iv) above, then Corregidor may disclose such Confidential Information pursuant to a written agreement with respect to disclosures as per subsection (d), (e), (f), or the following sentence, the Party making such disclosures shall ensure that each a Third Party recipient is bound by that imposes an obligation of non-use for any purpose other than the Development, Manufacture or Commercialization of Licensed Products or for the conduct of Corregidor’s business, and imposes obligations of confidentiality no less restrictive than those contained in this Agreement and shall be liable non-disclosure, all for a period of at least [***] from the date of disclosure (a “Proprietary Information CDA”). If Corregidor desires to the other Party for any breach confirm whether such Confidential Information of Alkermes constitutes Alkermes Proprietary Information, Corregidor may provide such confidentiality obligations by the relevant recipient. In addition (but without prejudice to) the above provisions, each Party shall be entitled to disclose, under a binder of confidentiality containing provisions as protective as those of this Article 10, Confidential Information to any Alkermes for review at least [***] prior to the date of its intended disclosure to obtain such confirmation; provided, however, that if Corregidor provides to Alkermes an amount of Confidential Information for review that is greater in quantity than the amount of material that could reasonably be reviewed during a [***] period, such period shall be extended accordingly. If during such [***] (or appropriately extended) period, Alkermes confirms that such Confidential Information comprises Alkermes Proprietary Information, then Alkermes will notify Corregidor of such confirmation prior to expiration of such [***] (or appropriately extended) period. Following the receipt of such confirmation, Corregidor may only disclose such Confidential Information pursuant to Proprietary Information CDA. If Alkermes does not confirm that such Confidential Information comprises Alkermes Proprietary Information during such time period, then Corregidor shall be free to make such disclosure of such Confidential Information to such Third Party for the purpose of carrying out activities authorized under this Agreement, including without limitation disclosures to Sublicensees or other sublicenseesa Proprietary Information CDA.

Authorized Disclosure. Ardelyx may disclose Product Information Notwithstanding the foregoing, each of MELINTA and each Party WAKUNAGA may disclose Confidential Information (other than Product Information) of the Disclosing Party to a Third Party to the extent that such disclosure is: (a) required is reasonably necessary to exercise the rights granted to or retained by law, order, or regulation of a government agency or a court of competent jurisdiction, or by the rules of a securities exchange, provided that the Party required to make such disclosure shall (i) give the other Party reasonable advance notice of and an opportunity to comment on any such required disclosure, (ii) if requested by the other Party, use Commercially Reasonable Efforts to obtain protective orders or any available limitations on or exemptions from such disclosure requirement where applicable and practicable; (b) made to a patent office for the purposes of filing or enforcing a Patent as permitted in it under this Agreement, or to conduct clinical trials as permitted hereunder with respect to Products or in prosecuting patent applications, or prosecuting or defending litigation, or to the extent required to comply with applicable governmental regulations, the requirements of a tax authority, Regulatory Authority or other governmental entity; provided, howeverthat if a Party is required by law to make any such disclosure of the Disclosing Party’s Confidential Information, that to the extent it may legally do so, it will give [***] INDICATES MATERIAL THAT WAS OMITTED AND FOR WHICH CONFIDENTIAL TREATMENT WAS REQUESTED. ALL SUCH OMITTED MATERIAL WAS FILED SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSION PURSUANT TO THE RULES APPLICABLE TO SUCH CONFIDENTIAL TREATMENT REQUEST. reasonable measures shall be taken (under the circumstances) advance notice to assure the Disclosing Party of such disclosure so as to permit the Disclosing Party to secure, if it so desires, confidential treatment of such informationConfidential Information prior to its disclosure (whether through protective orders or otherwise). If the Disclosing Party has not filed a patent application with respect to such Confidential Information, it may require the Receiving Party to delay the proposed disclosure (to the extent such protection is available; the Disclosing Party may legally do so), for up to ninety (c90) made by AstraZeneca or its Affiliatesdays, Distributors, Sublicensees or other sublicensees or by Ardelyx (as expressly authorized under this Agreement or as necessary to conduct Ardelyx’s obligations under this Agreement) to a Regulatory Health Authority allow for the purposes filing of any filingsuch an application; provided, that if a disclosure is required by law or order and such a delay is not possible, the Parties shall cooperate to restrict or delay disclosure to the extent possible in order to allow for the filing of such an application or request the securing of other protection for Regulatory Approval for Licensed Compounds or Licensed Products as permitted in this Agreement; (d) made such Confidential Information. Further, WAKUNAGA retains a right to investment bankers, financial advisors, actual or potential Third Party partners, investors, licensees, sublicensees or acquirers disclose to AbbVie any part of all or substantially all Confidential Information including contents of the assets to which this Agreement relates; (e) made by AstraZeneca or its Affiliates, Distributors, Sublicensees, or other sublicensees to Third Parties as may be necessary or useful in connection with the Exploitation of the Licensed Compounds or Licensed Products as contemplated by this Agreement, including subcontracting but within and to the extent of necessity to obtain AbbVie’s consent as set forth in Section 2.5 hereof or sublicensing transactions in connection therewith or (f) made as otherwise required by Ardelyx the Termination Agreement, subject to Third Parties AbbVie’s agreement to maintain such information as may be necessary or useful in connection with its performance of its obligations under this Agreement; confidential, and provided that with respect to disclosures as per subsection (d), (e), (f), or the following sentence, the Party making such disclosures shall ensure that each Third Party recipient is bound by obligations of confidentiality no less restrictive than those contained in this Agreement and MELINTA shall be liable given prior notice of the nature and content of any such disclosure to the other Party for any breach of such confidentiality obligations by the relevant recipient. In addition (but without prejudice to) the above provisions, each Party shall be entitled to disclose, under a binder of confidentiality containing provisions as protective as those of this Article 10, Confidential Information to any Third Party for the purpose of carrying out activities authorized under this Agreement, including without limitation disclosures to Sublicensees or other sublicenseesAbbVie.

Authorized Disclosure. Ardelyx may disclose Product Information and Except as expressly provided otherwise in this Agreement, each Party may use and disclose Confidential Information of the other Party as follows: (other than Product Informationi) under appropriate confidentiality provisions substantially equivalent to those in this Agreement (but for a confidentiality period that is reasonable and customary under the applicable circumstances) in connection with the performance of its obligations or as reasonably necessary or useful in the exercise of its rights under this Agreement, including the right to grant licenses or sublicenses or extension of the licenses and sublicenses to Affiliates and subcontractors as permitted hereunder; (ii) to the extent that such disclosure is: is reasonably necessary in prosecuting or maintaining any Patent or other intellectual property right in accordance with this Agreement, prosecuting or defending litigation related to this Agreement, complying with applicable governmental regulations with respect to performance under this Agreement (a) required by law, order, or regulation of a government agency or a court of competent jurisdiction, or by including to comply with the applicable rules of a securities exchangeany public stock exchange upon which the stock of such Party or its Affiliate is listed), provided that the Party required seeking to make such disclosure shall (i) give disclose Confidential Information of the other Party uses commercially reasonable advance notice of and an opportunity efforts, consistent with typical practice in the biopharmaceutical industry, to comment on any such required disclosuresecure confidential treatment thereof, as applicable; (iiiii) if requested by to the other Party, use Commercially Reasonable Efforts to obtain protective orders or any available limitations on or exemptions from extent such disclosure requirement where applicable and practicable; (b) made to a patent office for the purposes of filing or enforcing a Patent as permitted in this Agreementis otherwise required by Law, provided, however, that if a Party is required by Law or court order to make any such disclosure of the other Party’s Confidential Information it will, except where impracticable for necessary disclosures (for example, in the event of medical emergency), give reasonable measures shall be taken advance notice to assure the other Party of such disclosure requirement and, in each of the foregoing, (but not to the extent inappropriate in the case of Prosecution and Maintenance of Patents), will use its reasonable efforts to seek confidential treatment of such information, Confidential Information required to be disclosed and limit disclosure of the extent such protection is available; (c) made by AstraZeneca or its Affiliates, Distributors, Sublicensees or other sublicensees or by Ardelyx (as expressly authorized under this Agreement or as Confidential Information to only that part necessary to conduct Ardelyx’s obligations under this Agreement) to a Regulatory Health Authority for comply with the purposes request; any disclosure of any filing, application or request for Regulatory Approval for Licensed Compounds or Licensed Products Confidential Information as permitted in this Agreementthe foregoing sentence shall not alter the confidential nature of such Confidential Information for all other purposes; (div) made to investment bankers, in communication with advisors (including financial advisors, lawyers and accountants) or actual or bona fide potential Third Party partners, investors, licensees, sublicensees investors or acquirers of all or substantially all of the assets to which this Agreement relates; (e) made by AstraZeneca or its Affiliates, Distributors, Sublicenseesacquirers, or other actual or bona fide potential licensees or sublicensees related to Third Parties as may Products, or approved or permitted contractors, service providers, vendors and the like used (or to be necessary or useful used) in connection with activities hereunder, each on a need to know basis, and in each case under standard confidentiality obligations (subject to the Exploitation allowances for term of the Licensed Compounds or Licensed Products as contemplated by this Agreementconfidentiality provided in subsection (i) above, including subcontracting or sublicensing transactions in connection therewith or (f) made by Ardelyx to Third Parties as may be necessary or useful in connection with its performance of its obligations under this Agreement; provided that except with respect to disclosures as per subsection to actual or bona fide potential investors and acquirers receiving any technical data or information related to Compounds or Products or the Licensed Technology that is Confidential Information of the other Party shall be subject to obligations of confidentiality for a period of at least five (d), (e), (f)5) years after such disclosure, or (v) to the following sentenceextent mutually agreed to by the Parties. In addition to the foregoing, with respect to complying with the disclosure requirements of the U.S. Securities and Exchange Commission (“SEC”) or similar regulatory bodies or the rules of an applicable public stock exchange, in connection with any required disclosure of material information related to this Agreement, the Parties shall consult with one another concerning the information to be disclosed and secure confidential treatment thereof where practicable. If time does not permit such discussion, or if after such discussion between counsel, the Party making desiring to make the disclosure still believes such disclosures shall ensure that each Third Party recipient is bound required by obligations of confidentiality no less restrictive than those contained in this Agreement and shall be liable applicable Law or applicable stock exchange rule to make such disclosure, it may do so, upon written notice to the other Party. For clarity, nothing in this Section 5.2 shall prevent any Party for any breach of such confidentiality obligations from making disclosures required by the relevant recipient. In addition (but without prejudice to) the above provisions, each Party shall be entitled to disclose, under a binder of confidentiality containing provisions as protective as those of this Article 10, Confidential Information to any Third Party for the purpose of carrying out activities authorized under this Agreement, including without limitation disclosures to Sublicensees or other sublicenseesapplicable Law.

Authorized Disclosure. Ardelyx may disclose Product Information and each Except as expressly provided otherwise in this Agreement, a Receiving Party may use and disclose Confidential Information of the Disclosing Party as follows: (other than Product Informationi) under appropriate confidentiality provisions similar to those in this Agreement, in connection with the performance of its obligations or exercise of rights granted or reserved in this Agreement (including the rights to commercialize Products and to grant licenses and sublicenses hereunder); or (ii) to the extent that such disclosure is: (a) is reasonably necessary in filing or prosecuting patent, copyright and trademark applications, prosecuting or defending litigation, complying with applicable governmental regulations, obtaining regulatory approval, conducting pre-clinical activities or clinical trials, marketing Products, or otherwise required by law, order, or regulation of a government agency or a court of competent jurisdiction, or by the rules of a securities exchange, provided that the Party required to make such disclosure shall (i) give the other Party reasonable advance notice of and an opportunity to comment on any such required disclosure, (ii) if requested by the other Party, use Commercially Reasonable Efforts to obtain protective orders or any available limitations on or exemptions from such disclosure requirement where applicable and practicable; (b) made to a patent office for the purposes of filing or enforcing a Patent as permitted in this Agreement, provided, however, that if a Receiving Party is required by law or regulation to make any such [***] THE SYMBOL [***] IS USED TO INDICATE THAT A PORTION OF THE EXHIBIT HAS BEEN OMITTED AND FILED SEPARATELY WITH THE COMMISSION. CONFIDENTIAL TREATMENT HAS BEEN REQUESTED WITH RESPECT TO THE OMITTED PORTION. 50 disclosure of a Disclosing Party's Confidential Information it will, except where impracticable for necessary disclosures, for example in the event of medical emergency, give reasonable measures shall be taken advance notice to assure the Disclosing Party of such disclosure requirement and, except to the extent inappropriate in the case of patent applications, will use its reasonable efforts to secure confidential treatment of such informationConfidential Information required to be disclosed; or (iii) in communication with investors, consultants, advisors or others on a need to know basis, in each case under appropriate confidentiality provisions substantially equivalent to those of this Agreement; or (iv) to the extent such protection is available; (c) made by AstraZeneca or its Affiliates, Distributors, Sublicensees or other sublicensees or by Ardelyx (as expressly authorized under this Agreement or as necessary mutually agreed to conduct Ardelyx’s obligations under this Agreement) to a Regulatory Health Authority for the purposes of any filing, application or request for Regulatory Approval for Licensed Compounds or Licensed Products as permitted in this Agreement; (d) made to investment bankers, financial advisors, actual or potential Third Party partners, investors, licensees, sublicensees or acquirers of all or substantially all of the assets to which this Agreement relates; (e) made by AstraZeneca or its Affiliates, Distributors, Sublicensees, or other sublicensees to Third Parties as may be necessary or useful in connection with the Exploitation of the Licensed Compounds or Licensed Products as contemplated by this Agreement, including subcontracting or sublicensing transactions in connection therewith or (f) made by Ardelyx to Third Parties as may be necessary or useful in connection with its performance of its obligations under this Agreement; provided that with respect to disclosures as per subsection (d), (e), (f), or the following sentence, the Party making such disclosures shall ensure that each Third Party recipient is bound by obligations of confidentiality no less restrictive than those contained in this Agreement and shall be liable to the other Party for any breach of such confidentiality obligations writing by the relevant recipient. In addition (but without prejudice to) the above provisions, each Party shall be entitled to disclose, under a binder of confidentiality containing provisions as protective as those of this Article 10, Confidential Information to any Third Party for the purpose of carrying out activities authorized under this Agreement, including without limitation disclosures to Sublicensees or other sublicenseesParties.

Authorized Disclosure. Ardelyx may disclose Product Information and Except as expressly provided otherwise in this Agreement, each Party may use and disclose Confidential Information of the other Party solely as follows: (other than Product Informationa) under appropriate confidentiality provisions substantially equivalent to those in this Agreement: (i) in connection with the performance of its obligations or as reasonably necessary or useful in the exercise of its rights under this Agreement, including the right to grant licenses or sublicenses as permitted hereunder, (ii) to the extent that such disclosure is: is reasonably necessary or useful in conducting Clinical Trials under this Agreement; or (aiii) to actual or potential (sub)licensees, acquirers or assignees, collaborators, investment bankers, investors or lenders; (b) to the extent such disclosure is to a Governmental Authority as reasonably necessary in filing or prosecuting Patent, copyright and trademark applications in accordance with this Agreement, prosecuting or defending litigation related to this Agreement, complying with applicable governmental regulations with respect to performance under this Agreement, obtaining Regulatory Approval or fulfilling post-approval regulatory obligations for the Compounds or Products, or otherwise required by lawApplicable Law; provided, orderhowever, that if a Party is required by Applicable Law or regulation of a government agency or a court of competent jurisdiction, or by the rules of any securities exchange or automated quotation system to make any such disclosure of the other Party’s Confidential Information it will, except where impracticable for necessary disclosures (for example, in the event of medical emergency), give reasonable advance notice to the other Party of such disclosure requirement and, in each of the foregoing, will use its reasonable efforts to secure confidential treatment of such Confidential Information required to be disclosed and will only disclosed that Confidential Information that is required to be disclosed; (c) to advisors (including lawyers and accountants) on a securities exchangeneed to know basis, provided in each case under appropriate confidentiality provisions or professional standards of confidentiality substantially equivalent to those of this Agreement; or (d) to the extent mutually agreed to by the Parties. Notwithstanding the foregoing, the Parties will agree upon and release a mutual press release to announce the execution of this Agreement and for use in responding to inquiries about the Agreement. Anchiano will draft such mutual press release and provide it to ADT for ADT’s review and comment at least twenty-four (24) hours prior to its release; thereafter, ADT and Anchiano may each disclose to Third Parties the information contained in such press release without the need for further approval by the other. Each Party acknowledges and agrees that the other Party may submit this Agreement to the SEC and if a Party does submit this Agreement to the SEC, such Party agrees to consult with the other Party with respect to the preparation and submission of, a confidential treatment request for this Agreement. If a Party is required by Applicable Law to make a disclosure of the terms of this Agreement in a filing with or other submission to the SEC, and (A) such Party has provided copies of the disclosure to the other Party as far in advance of such filing or other disclosure as is reasonably practicable under the circumstances, (B) such Party has promptly notified the other Party in writing of such requirement and any respective timing constraints, and (C) such Party has given the other Party a reasonable time under the circumstances from the date of notice by such Party of the required disclosure to comment upon, request confidential treatment or approve such disclosure, then such Party will have the right to make such public disclosure at the time and in the manner reasonably determined by its counsel to be required by Applicable Law. Notwithstanding anything to the contrary herein, it is hereby understood and agreed that if a Party seeking to make a disclosure to the SEC as set forth in this Section 10.2, and the other Party provides comments within the respective time periods or constraints specified herein or within the respective notice, the Party seeking to make such disclosure shall or its counsel, as the case may be, will in good faith (i1) give consider incorporating such comments and (2) use reasonable efforts to incorporate such comments, limit disclosure or obtain confidential treatment to the other Party reasonable advance notice of and an opportunity to comment on any such required disclosure, (ii) if extent reasonably requested by the other Party, use Commercially Reasonable Efforts . Each Party will have the right to obtain protective orders issue additional press releases or any available limitations on or exemptions from such disclosure requirement where applicable and practicable; (b) made to a patent office for make public disclosures with the purposes of filing or enforcing a Patent as permitted in this Agreement, provided, however, that reasonable measures shall be taken to assure confidential treatment of such information, to the extent such protection is available; (c) made by AstraZeneca or its Affiliates, Distributors, Sublicensees or other sublicensees or by Ardelyx (as expressly authorized under this Agreement or as necessary to conduct Ardelyx’s obligations under this Agreement) to a Regulatory Health Authority for the purposes of any filing, application or request for Regulatory Approval for Licensed Compounds or Licensed Products as permitted in this Agreement; (d) made to investment bankers, financial advisors, actual or potential Third Party partners, investors, licensees, sublicensees or acquirers of all or substantially all prior written agreement of the assets to which this Agreement relates; (e) made by AstraZeneca or its Affiliates, Distributors, Sublicensees, or other sublicensees to Third Parties as may be necessary or useful in connection with the Exploitation of the Licensed Compounds or Licensed Products as contemplated by this Agreement, including subcontracting or sublicensing transactions in connection therewith or (f) made by Ardelyx to Third Parties as may be necessary or useful in connection with its performance of its obligations under this Agreement; provided that with respect to disclosures as per subsection (d), (e), (f), or the following sentence, the Party making such disclosures shall ensure that each Third Party recipient is bound by obligations of confidentiality no less restrictive than those contained in this Agreement and shall be liable to the other Party for any breach of such confidentiality obligations by the relevant recipient. In addition (but without prejudice to) the above provisions, each Party shall be entitled to disclose, under a binder of confidentiality containing provisions as protective as those of this Article 10, Confidential Information to any Third Party for the purpose of carrying out activities authorized under this Agreement, including without limitation disclosures to Sublicensees or other sublicenseesParty.

Authorized Disclosure. Ardelyx may disclose Product Information and each Except as expressly provided otherwise in this Agreement, a Receiving Party may use and disclose Confidential Information of the Disclosing Party as follows: (other than Product Informationi) under appropriate confidentiality provisions at least as restrictive as those set forth in this Agreement, in connection with the performance of its obligations or exercise of rights granted in this Agreement (including the rights to commercialize products and to grant licenses and sublicenses hereunder); or (ii) to the extent that such disclosure is: (a) is reasonably necessary, in the opinion of the Receiving Party’s counsel, in filing or prosecuting patent, copyright and trademark applications, prosecuting or defending litigation, complying with applicable governmental regulations, obtaining regulatory approval, or as otherwise required by law, order, or regulation of a government agency or a court of competent jurisdiction, or by the rules of a securities exchange, provided that the Party required to make such disclosure shall (i) give the other Party reasonable advance notice of and an opportunity to comment on any such required disclosure, (ii) if requested by the other Party, use Commercially Reasonable Efforts to obtain protective orders or any available limitations on or exemptions from such disclosure requirement where applicable and practicable; (b) made to a patent office for the purposes of filing or enforcing a Patent as permitted in this Agreement, provided, however, that if a Receiving Party is required by law or regulation to make any such disclosure of a Disclosing Party’s Confidential Information it will give reasonable measures shall be taken advance notice to assure the Disclosing Party of such disclosure requirement and, except to the extent inappropriate in the case of patent applications, will use its reasonable efforts to secure confidential treatment of such informationConfidential Information required to be disclosed; or (iii) in communication with its agents, consultants, lawyers, or advisors on a need to know basis, in each case under appropriate confidentiality provisions substantially equivalent to those of this Agreement; or (iv) to the extent mutually agreed in writing by the Parties; provided, however, that, in each of the above situations, the Receiving Party shall remain responsible for any failure by any Person who receives the Confidential Information pursuant to this Section 7.3 to treat such protection is available; (c) made by AstraZeneca or its Affiliates, Distributors, Sublicensees or other sublicensees or by Ardelyx (Confidential Information as expressly authorized required under this Agreement or as necessary to conduct Ardelyx’s obligations under this Agreement) to a Regulatory Health Authority for the purposes of any filingArticle 7. *** INDICATES MATERIAL THAT WAS OMITTED AND FOR WHICH CONFIDENTIAL TREATMENT WAS REQUESTED. ALL SUCH OMITTED MATERIAL WAS FILED SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSION PURSUANT TO RULE 406 PROMULGATED UNDER THE SECURITIES ACT OF 1933, application or request for Regulatory Approval for Licensed Compounds or Licensed Products as permitted in this Agreement; (d) made to investment bankers, financial advisors, actual or potential Third Party partners, investors, licensees, sublicensees or acquirers of all or substantially all of the assets to which this Agreement relates; (e) made by AstraZeneca or its Affiliates, Distributors, Sublicensees, or other sublicensees to Third Parties as may be necessary or useful in connection with the Exploitation of the Licensed Compounds or Licensed Products as contemplated by this Agreement, including subcontracting or sublicensing transactions in connection therewith or (f) made by Ardelyx to Third Parties as may be necessary or useful in connection with its performance of its obligations under this Agreement; provided that with respect to disclosures as per subsection (d), (e), (f), or the following sentence, the Party making such disclosures shall ensure that each Third Party recipient is bound by obligations of confidentiality no less restrictive than those contained in this Agreement and shall be liable to the other Party for any breach of such confidentiality obligations by the relevant recipientAS AMENDED. In addition (but without prejudice to) the above provisions, each Party shall be entitled to disclose, under a binder of confidentiality containing provisions as protective as those of this Article 10, Confidential Information to any Third Party for the purpose of carrying out activities authorized under this Agreement, including without limitation disclosures to Sublicensees or other sublicensees.EXECUTION COPY Confidential

Authorized Disclosure. Ardelyx may disclose Product Information and (a) In addition to disclosures allowed under Section 12.2, each Party may disclose Confidential Information belonging to the other Party or its Affiliates solely to the extent such disclosure is necessary in the following instances: (other than Product i) filing or prosecuting Patent [*] = Certain confidential information contained in this document, marked by brackets, has been omitted and filed separately with the Securities and Exchange Commission pursuant to Rule 406 of the Securities Act of 1933, as amended. Rights as permitted by this Agreement; (ii) in connection with Regulatory Filings for Products; (iii) prosecuting or defending litigation as permitted by this Agreement; (iv) complying with Applicable Law, court orders or governmental regulations, including rules of self-regulatory organizations and SEC filing and disclosure requirements; (v) Company’s disclosure of Confidential Information under this Agreement (including Novartis’ Confidential Information) to any Existing Third Party Licensor to the limited extent required by an Existing Third Party License; (vi) to the extent that such disclosure isis reasonably necessary and with prior notice if possible under the circumstances: (aA) required by law, order, or regulation to comply with the terms of agreements with Third Parties related to a government agency or Collaboration Product that exist as of the Effective Date; (B) to comply with the terms of agreements with Third Parties related to a court of competent jurisdiction, or by Collaboration Product that are entered into after the rules of a securities exchangeEffective Date, provided that such agreements are entered into in compliance with the Party required to make terms of this Agreement and, further provided that the provisions of such agreements requiring disclosure shall (i) give the other Party reasonable advance notice of and an opportunity to comment on any such required disclosure, (ii) if requested by the other Party, use Commercially Reasonable Efforts ’s Confidential Information have been reviewed and approved by such other Party (such approval not to obtain protective orders be unreasonably withheld); or any available limitations on or exemptions from such disclosure requirement where applicable and practicable; (b) made to a patent office for the purposes of filing or enforcing a Patent as permitted in this Agreement, provided, however, that reasonable measures shall be taken to assure confidential treatment of such information, to the extent such protection is available; (c) made by AstraZeneca or its Affiliates, Distributors, Sublicensees or other sublicensees or by Ardelyx (as expressly authorized under this Agreement or as necessary to conduct Ardelyx’s obligations under this Agreementvii) to a Regulatory Health Authority for the purposes of any filing, application potential or request for Regulatory Approval for Licensed Compounds or Licensed Products as permitted in this Agreement; (d) made to investment bankers, financial advisors, actual or potential Third Party partners, investors, licensees, sublicensees investors or acquirers of all or substantially all of the assets to which this Agreement relates; (e) made by AstraZeneca or its Affiliates, Distributors, Sublicensees, or other sublicensees to Third Parties as may be necessary or useful in connection with their evaluation of a potential or actual investment or acquisition; provided that such persons shall be subject to obligations of confidentiality and non-use at least as protective as those set forth in this Article 12; and (viii) to the Exploitation of the Licensed Compounds or Licensed Products as contemplated by this Agreement, including subcontracting or sublicensing transactions in connection therewith or (f) made by Ardelyx to Third Parties as may be extent otherwise necessary or useful appropriate in connection with its performance of rights and performing its obligations under this Agreement; provided that with respect to disclosures as per subsection (d), (e), (f), or the following sentence, the Party making such disclosures shall ensure that each Third Party recipient is bound by obligations of confidentiality no less restrictive than those contained in this Agreement and shall be liable to the other Party for any breach of such confidentiality obligations by the relevant recipient. In addition (but without prejudice to) the above provisions, each Party shall be entitled to disclose, under a binder of confidentiality containing provisions as protective as those of this Article 10, Confidential Information to any Third Party for the purpose of carrying out activities authorized under this Agreement, including without limitation disclosures to Sublicensees or other sublicenseeshereunder.

Authorized Disclosure. Ardelyx may disclose Product Information and Notwithstanding any other provision of this Agreement, each Party may disclose Confidential Information (of the other than Product Information) Party to the extent that such disclosure is: (a) and to the Persons as required by lawApplicable Law, orderlegal process, court order or regulation of a government agency or a court of competent jurisdiction, or by the rules of the National Association of Securities Dealers or of a securities exchange, provided that the Party required to make such disclosure shall (i) give the other Party reasonable advance notice of and an opportunity to comment on any such required disclosure, (ii) if requested by the other Party, use Commercially Reasonable Efforts to obtain protective orders or any available limitations on or exemptions from such disclosure requirement where applicable and practicableRegulatory Authority; (b) made to a patent office for the purposes of filing or enforcing a Patent as permitted in this Agreement, provided, however, that reasonable measures shall be taken the Party required or intending to assure confidential treatment of such informationdisclose the other Party’s Confidential Information shall, to the extent permitted by such protection is available; (c) made Applicable Law, process, order or rules, first have given prompt notice to such other Party to enable it to seek any available exemptions from or limitations on such disclosure requirement and shall reasonably cooperate in such efforts by AstraZeneca or the other Party. Notwithstanding anything to the contrary in Section 9.1, Corregidor may also disclose the Confidential Information of Alkermes to the extent required in its Affiliatesreasonable judgment to Develop, Distributors, Sublicensees or other sublicensees or by Ardelyx (as expressly authorized under this Agreement or as necessary to conduct Ardelyx’s obligations under this Agreement) to a Regulatory Health Authority for the purposes of any filing, application or request for Regulatory Approval for Licensed Compounds or Manufacture and Commercialize Licensed Products as permitted in this Agreement; (d) made pursuant to investment bankers, financial advisors, actual or potential Third Party partners, investors, licensees, sublicensees or acquirers of all or substantially all of the assets to which this Agreement relates; (e) made by AstraZeneca or its Affiliates, Distributors, Sublicensees, or other sublicensees to Third Parties as may be necessary or useful in connection with the Exploitation of the Licensed Compounds or Licensed Products as contemplated by this Agreement, including subcontracting to (i) prosecute patent applications directed to Licensed Products and as otherwise contemplated in this Agreement, (ii) make filings and submissions to, or sublicensing transactions correspond or communicate with, Regulatory Authorities, (iii) conduct discussions with actual or potential investors, Collaboration Partners, acquirers or Distributors, and (iv) secure, operate and maintain appropriate facilities and capabilities to support, and otherwise to conduct, the Development, Manufacture and Commercialization of Licensed Products pursuant to this Agreement. Notwithstanding the foregoing, in connection therewith the event that Corregidor discovers in the Documentation any Confidential Information of Alkermes that it believes may comprise any Confidential Information of Xxx Xxxxx and Company, then Corregidor shall promptly provide such Confidential Information to Alkermes. If Alkermes confirms that such Confidential Information comprises Confidential Information of Xxx Lilly and Company, then Corregidor shall maintain such Confidential Information in confidence and not disclose it to any Third Party. In addition, notwithstanding the foregoing, in the event that Corregidor discovers any Confidential Information of Alkermes that it believes comprises detailed information relating to pharmaceutical product formulations or pharmaceutical product manufacturing processes that does not fall within the exceptions set forth in Sections 1.27 (fa) made by Ardelyx through (d) (“Alkermes Proprietary Information”), and if Corregidor wishes to disclose such Confidential Information to a Third Parties as may be necessary or useful Party in connection with its performance of its obligations under this Agreement; provided that disclosures permitted pursuant to subsections (iii) and (iv) above, then Corregidor may disclose such Confidential Information pursuant to a written agreement with respect to disclosures as per subsection (d), (e), (f), or the following sentence, the Party making such disclosures shall ensure that each a Third Party recipient is bound by that imposes an obligation of non-use for any purpose other than the Development, Manufacture or Commercialization of Licensed Products or for the conduct of Corregidor’s business, and imposes obligations of confidentiality no less restrictive than those contained in this Agreement and shall be liable non-disclosure, all for a period of at least [***] from the date of disclosure (a “Proprietary Information CDA”). If Corregidor desires to the other Party for any breach confirm whether such Confidential Information of Alkermes constitutes Alkermes Proprietary Information, Corregidor may provide such confidentiality obligations by the relevant recipient. In addition (but without prejudice to) the above provisions, each Party shall be entitled to disclose, under a binder of confidentiality containing provisions as protective as those of this Article 10, Confidential Information to any Alkermes for review at least [***] prior to the date of its intended disclosure to obtain such confirmation; provided, however, that if Corregidor provides to Alkermes an amount of Confidential Information for review that is greater in quantity than the amount of material that could reasonably be reviewed during a [***] period, such period shall be extended accordingly. If during such [***] (or appropriately extended) period, Alkermes confirms that such Confidential Information comprises Alkermes Proprietary Information, then Alkermes will notify Corregidor of such confirmation prior to expiration of such [***] (or appropriately extended) period. Following the receipt of such confirmation, Corregidor may only disclose such Confidential Information pursuant to Proprietary Information CDA. If Alkermes does not confirm that such Confidential Information comprises Alkermes Proprietary Information during such time period, then Corregidor shall be free to make such disclosure of such Confidential Information to such Third Party for without a Proprietary Information CDA. Certain portions of this Exhibit have been omitted pursuant to a confidential treatment request. Such omitted portions, which are marked with brackets [ ] and an asterisk*, have been separately filed with the purpose of carrying out activities authorized under this Agreement, including without limitation disclosures to Sublicensees or other sublicenseesCommission.

Authorized Disclosure. Ardelyx may disclose Product Information and Except as expressly provided otherwise in this Agreement, each Party may use and disclose Confidential Information of the other Party solely as follows: (other than Product Informationi) under appropriate confidentiality provisions substantially equivalent to those in this Agreement: (a) in connection with the performance of its obligations or as reasonably necessary or useful in the exercise of its rights under this Agreement, including the right to grant licenses or sublicenses as permitted hereunder, (b) to the extent that such disclosure is: is reasonably necessary or useful in conducting preclinical or clinical trials under this Agreement; (ac) required by law, order, to actual or regulation of a government agency potential sublicensees; or a court of competent jurisdiction, or by the rules of a securities exchange, provided that the Party (d) [***] information as required to make such disclosure shall (i) give comply with the other Party reasonable advance notice terms of that certain Exclusive License Agreement dated April 21, 1998, as modified, among CK, the Regents of the University of California and an opportunity to comment on any such required disclosure, the Board of Trustees of the Lxxxxx Xxxxxxxx Junior University; (ii) if requested by to the other Party, use Commercially Reasonable Efforts to obtain protective orders or any available limitations on or exemptions from extent such disclosure requirement where applicable and practicable; (b) made is to a patent office for the purposes of government entity as reasonably necessary in filing or enforcing a prosecuting Patent as permitted Right, copyright and trademark applications in accordance with this Agreement, prosecuting or defending litigation related to this Agreement, complying with applicable governmental regulations with respect to performance under this Agreement, obtaining regulatory approval or fulfilling post-approval regulatory obligations for Compounds, or otherwise required by Law, provided, however, that if a Party is required by Law or the rules of any securities exchange or automated quotation system to make any such disclosure of the other Party’s Confidential Information it shall, except where impracticable for necessary disclosures (for example, in the event of medical emergency), give reasonable measures advance notice to the other Party of such disclosure requirement and, in each of the foregoing, shall be taken use [***] to assure secure confidential treatment of such informationConfidential Information required to be disclosed; (iii) to advisors (including lawyers and accountants) on a need to know basis, in each case under appropriate confidentiality provisions or professional standards of confidentiality substantially equivalent to those of this Agreement, or (iv) to the extent such protection is available; (c) made mutually agreed to by AstraZeneca or its Affiliatesthe Parties. In addition to the foregoing, Distributorswith respect to complying with the disclosure requirements of any government agency in connection with any required filing of this Agreement, Sublicensees or other sublicensees or by Ardelyx (as expressly authorized under the Parties shall consult with one another concerning which terms of this Agreement or shall be requested to be redacted in any public disclosure of the Agreement, and in any event each Party shall seek reasonable confidential treatment for any public disclosure by any such agency. Notwithstanding the foregoing, the Parties shall agree upon and release a mutual press release to announce the execution of this Agreement in the form attached hereto as necessary Exhibit 14.2B for use in responding to conduct Ardelyx’s obligations under this Agreement) to a Regulatory Health Authority for inquiries about the purposes of any filing, application or request for Regulatory Approval for Licensed Compounds or Licensed Products as permitted in this Agreement; (d) made to investment bankersthereafter, financial advisors, actual or potential Third Party partners, investors, licensees, sublicensees or acquirers of all or substantially all of the assets to which this Agreement relates; (e) made by AstraZeneca or its Affiliates, Distributors, Sublicensees, or other sublicensees CK and Amgen may each disclose to Third Parties as may be necessary or useful the information contained in connection such press release without the need for further approval by the other. Each Party shall additionally have the right to issue additional press releases with the Exploitation prior written agreement of the Licensed Compounds other Party or Licensed Products as contemplated required to comply with any Law or by the rules of any stock exchange or *** Certain information on this Agreement, including subcontracting or sublicensing transactions in connection therewith or (f) made by Ardelyx to Third Parties as may be necessary or useful in connection page has been omitted and filed separately with its performance of its obligations under this Agreement; provided that the Commission. Confidential treatment has been requested with respect to disclosures as per subsection the omitted portions. automated quotation system (d)in the case of such required disclosure, by providing [***] (e), (f), or the following sentence, the Party making such disclosures shall ensure that each Third Party recipient is bound by obligations of confidentiality no less restrictive than those contained in this Agreement and shall be liable [***]) [***]’ notice to the other Party for any breach of and reasonably considering comments provided by such confidentiality obligations by the relevant recipient. In addition other Party within [***] (but without prejudice to[***]) the above provisions, each Party shall be entitled to disclose, under a binder of confidentiality containing provisions as protective as those of this Article 10, Confidential Information to any Third Party for the purpose of carrying out activities authorized under this Agreement, including without limitation disclosures to Sublicensees or other sublicensees[***] after such notice).

Authorized Disclosure. Ardelyx may disclose Product Information and Except as expressly provided otherwise in this Agreement, each Party may use and disclose Confidential Information of the other Party solely as follows: (other than Product Informationi) as reasonably necessary in conducting the activities contemplated under this Agreement; (ii) to the extent that pertaining specifically to a Product, for use by Amgen in connection with a Product outside the Collaboration Scope or disclosure by Amgen to a collaborator or licensee for use with respect to a Product outside the Collaboration Scope; (iii) to the extent such disclosure is: (a) is to a Governmental Authority, as reasonably necessary in filing or prosecuting patent, copyright and trademark applications in accordance with this Agreement, prosecuting or defending arbitration or litigation in accordance with this Agreement, complying with applicable governmental regulations with respect to performance under this Agreement, filing Regulatory Filings, obtaining Regulatory Approval or fulfilling regulatory obligations for a Product, or otherwise required by lawApplicable Law, orderincluding, but not limited to, regulations of the Securities and Exchange Commission, the Stock Exchange of Hong Kong Limited or regulation of a government agency or a court of competent jurisdiction, or by the rules of a securities exchangesimilar regulatory authority, provided that the if a Party is required by Applicable Law to make any such disclosure shall of the other Party’s Confidential Information it will, except where impracticable for necessary disclosures (i) for example, in the event of medical emergency), give reasonable advance notice to the other Party reasonable advance notice of and an opportunity to comment on any such required disclosure, (ii) if requested by the other Party, use Commercially Reasonable Efforts to obtain protective orders or any available limitations on or exemptions from such disclosure requirement where applicable and practicable; and, in the case of each of the foregoing exceptions pursuant to this subsection (b) made iii), will use its reasonable efforts to a patent office for the purposes of filing or enforcing a Patent as permitted in this Agreement, provided, however, that reasonable measures shall be taken to assure secure confidential treatment of such informationConfidential Information required to be disclosed; (iv) to advisors (including lawyers and accountants) on a need to know basis in support of the purposes of this Agreement, in each case under appropriate confidentiality provisions or professional standards of confidentiality substantially equivalent to those of this Agreement; (v) to such Party’s […***…]; provided further, that, prior to any such disclosure, each such disclosee is bound by written obligations of confidentiality, non-disclosure, and non-use at least as restrictive as the obligations set forth in this Article XI to maintain the confidentiality thereof and not to use or disclose such Confidential Information except as expressly permitted by this Agreement; and (vi) to the extent mutually agreed to by the Parties. Neither Party will disclose Confidential Information of the other Party to its personnel or to an Affiliate except to the extent such protection is available; (c) made by AstraZeneca personnel or its Affiliates, Distributors, Sublicensees or other sublicensees or by Ardelyx (as expressly authorized under this Agreement or as necessary Affiliate needs to conduct Ardelyx’s obligations under this Agreement) to a Regulatory Health Authority know such information for the purposes of any filing, application or request for Regulatory Approval for Licensed Compounds or Licensed Products as permitted in this Agreement; (d) made to investment bankers, financial advisors, actual or potential Third Party partners, investors, licensees, sublicensees or acquirers of all or substantially all of the assets to which this Agreement relates; (e) made by AstraZeneca or its Affiliates, Distributors, Sublicensees, or other sublicensees to Third Parties as may be necessary or useful in connection with the Exploitation of the Licensed Compounds or Licensed Products as contemplated by this Agreement, including subcontracting or sublicensing transactions in connection therewith or (f) made by Ardelyx to Third Parties as may be necessary or useful in connection with its performance of its obligations under this Agreement; provided that with respect to disclosures as per subsection (d), (e), (f), or the following sentence, the Party making such disclosures shall ensure that each Third Party recipient is bound by obligations of confidentiality no less restrictive than those contained in this Agreement and shall be liable to the other Party for any breach of such confidentiality obligations by the relevant recipient. In addition (but without prejudice to) the above provisions, each Party shall be entitled to disclose, under a binder of confidentiality containing provisions as protective as those of this Article 10, Confidential Information to any Third Party for the purpose of carrying out Party’s activities authorized under this Agreement, including without limitation disclosures to Sublicensees or other sublicenseeshereunder.

Authorized Disclosure. Ardelyx Except as expressly provided otherwise in this Agreement, a Receiving Party or its Affiliates may use and disclose Product Information and each Party may disclose to Third Parties Confidential Information of the Disclosing Party as follows: (other i) with respect to any such disclosure of Confidential Information, under confidentiality provisions no less restrictive than Product Informationthose in this Agreement, and solely in connection with the performance of its obligations or exercise of rights granted or reserved in this Agreement (including, without limitation, the rights to Develop and Commercialize Compounds, Licensed Products, and/or Discontinued Products, and to grant licenses and sublicenses hereunder), provided, that Confidential Information may be disclosed by a Receiving Party to a governmental entity or agency without requiring such entity or agency to enter into a confidentiality agreement with such Receiving Party if such Receiving Party has used reasonable efforts to impose such requirement without success and disclosure to such governmental entity or agency is necessary for the performance of the Receiving Party’s obligations hereunder; (ii) to the extent such disclosure is reasonably necessary in filing or prosecuting patent, copyright and trademark applications (subject to Section 11.6 below), complying with applicable governmental regulations, obtaining Approvals, conducting Pre-Clinical Studies or Clinical Studies, marketing Licensed Products, or as otherwise required by applicable law, regulation, rule or legal process (including the rules of the SEC and any stock exchange); provided, however, that if a Receiving Party or any of its Affiliates is required by law or regulation to make any such disclosure of a Disclosing Party’s Confidential Information it will, except where impracticable for necessary disclosures, for example, but without limitation, in the event of a medical emergency, give reasonable advance notice to the Disclosing Party of such disclosure requirement and will use its reasonable efforts to secure confidential treatment of such Confidential Information required to be disclosed; (iii) in communication with actual or potential lenders, investors, merger partners, acquirers, consultants, or professional advisors on a need-to-know basis, in each case under confidentiality provisions no less restrictive than those of this Agreement; (iv) to the extent and only to the extent that such disclosure is: (a) required by law, order, or regulation of a government agency or a court of competent jurisdiction, or by the rules of a securities exchange, provided that the Party is required to make comply with existing expressly stated contractual obligations owed to such disclosure shall (i) give Party’s or its Affiliates’ licensor with respect to any intellectual property licensed to the other Party reasonable advance notice of and an opportunity to comment on any such required disclosure, (ii) if requested by the other Party, use Commercially Reasonable Efforts to obtain protective orders or any available limitations on or exemptions from such disclosure requirement where applicable and practicable; (b) made to a patent office for the purposes of filing or enforcing a Patent as permitted in this Agreement, provided, however, that reasonable measures shall be taken to assure confidential treatment of such information, to the extent such protection is available; (c) made by AstraZeneca or its Affiliates, Distributors, Sublicensees or other sublicensees or by Ardelyx (as expressly authorized under this Agreement or as necessary to conduct Ardelyx’s obligations under this Agreement) to a Regulatory Health Authority for the purposes of any filing, application or request for Regulatory Approval for Licensed Compounds or Licensed Products as permitted in this Agreement; (d) made to investment bankers, financial advisors, actual or potential Third Party partners, investors, licensees, sublicensees or acquirers of all or substantially all of the assets to which this Agreement relates; (e) made by AstraZeneca or its Affiliates, Distributors, Sublicensees, or other sublicensees to Third Parties as may be necessary or useful in connection with the Exploitation of the Licensed Compounds or Licensed Products as contemplated by this Agreement, including subcontracting or sublicensing transactions in connection therewith or (f) made by Ardelyx to Third Parties as may be necessary or useful in connection with its performance of its obligations under this Agreement; provided that with respect to disclosures as per subsection or (d), (e), (f), or the following sentence, the Party making such disclosures shall ensure that each Third Party recipient is bound by obligations of confidentiality no less restrictive than those contained in this Agreement and shall be liable v) to the other Party for any breach of such confidentiality obligations extent mutually agreed to in writing by the relevant recipient. In addition (but without prejudice to) the above provisions, each Party shall be entitled to disclose, under a binder of confidentiality containing provisions as protective as those of this Article 10, Confidential Information to any Third Party for the purpose of carrying out activities authorized under this Agreement, including without limitation disclosures to Sublicensees or other sublicenseesParties.

Authorized Disclosure. Ardelyx may disclose Product Information and each Except as expressly provided otherwise in this Agreement, a Receiving Party may disclose Confidential Information of the Disclosing Party as follows: (other than Product Informationa) to the extent that such disclosure is: (a) required by law, order, or regulation of a government agency or a court of competent jurisdiction, or by the rules of a securities exchange, provided that the Party required to make those of its employees, agents and representatives who reasonably need to know such disclosure shall Confidential Information in order to advise or assist the Receiving Party in connection with the performance of its obligations or exercise of its rights granted or reserved in this Agreement and under appropriate written (ior legal or ethical such as in the case of attorneys) give confidentiality and non-use obligations no less protective of the other Disclosing Party reasonable advance notice of and an opportunity to comment on any such required disclosure, (ii) if requested by the other Party, use Commercially Reasonable Efforts to obtain protective orders or any available limitations on or exemptions from such disclosure requirement where applicable and practicablethan those set forth in this Agreement; (b) made to a patent office for the purposes of filing or enforcing a Patent as permitted in this Agreement, required by applicable Law; provided, however, that if a Receiving Party is required by Law to make any such disclosure of a Disclosing Party’s Confidential Information it will, except where impracticable, give reasonable measures shall advance notice to the Disclosing Party of such disclosure requirement, limit disclosure to only the Confidential Information requested to be taken disclosed and, if requested by the Disclosing Party, cooperate with the Disclosing Party to assure secure confidential treatment of such information, Confidential Information required to the extent such protection is availablebe disclosed; (c) made by AstraZeneca in communication with existing or its Affiliatesbona fide prospective investors, Distributorslenders, Sublicensees professional advisors, acquirers, merger partners, subcontractors, licensees or other sublicensees Inbound Licensors on a need to know basis, in each case under appropriate written (or by Ardelyx (legal or ethical such as expressly authorized under this Agreement or as necessary in the case of attorneys) confidentiality and non-use obligations substantially equivalent to conduct Ardelyx’s obligations under those of this Agreement) , except that the term of such obligations may be shorter, and with respect to a Regulatory Health Authority for any disclosure to an Inbound Licensor under an Existing In-License Agreement, Neurocrine acknowledges that the purposes relevant Inbound Licensor is obligated to retain any information provided to it in confidence only as required pursuant to the terms of any filing, application or request for Regulatory Approval for Licensed Compounds or Licensed Products as permitted in this the applicable Existing In-License Agreement; (d) made to investment bankers, financial advisors, actual or potential Third Party partners, investors, licensees, sublicensees or acquirers of all or substantially all of the assets extent mutually agreed to which this Agreement relatesin writing by the Parties; (e) made by AstraZeneca or its Affiliates, Distributors, Sublicensees, or other sublicensees to Third Parties as may be necessary or useful a patent authority in connection with Prosecution and Maintenance, Defense Proceedings and enforcement of Patent Rights in accordance with Article 10; and (f) in the Exploitation case of the Licensed Compounds or Licensed Neurocrine as Receiving Party, in Regulatory Filings for Collaboration Products as contemplated by and, in each case under appropriate written confidentiality and non-use obligations substantially equivalent to those of this Agreement, including subcontracting or sublicensing transactions in connection therewith or (f) made by Ardelyx to Third Parties as may be necessary or useful Party contractors in connection with its performance Development, Manufacture and Commercialization of its Collaboration Products. The confidentiality and non-use obligations set forth under this Agreement; provided that with respect to disclosures as per subsection (d), (e), (f), Agreement shall survive the termination or the following sentence, the Party making such disclosures shall ensure that each Third Party recipient is bound by obligations expiration of confidentiality no less restrictive than those contained in this Agreement and shall be liable to the other Party for any breach a period of such confidentiality obligations by the relevant recipient. In addition (but without prejudice to) the above provisions, each Party shall be entitled to disclose, under a binder of confidentiality containing provisions as protective as those of this Article 10, Confidential Information to any Third Party for the purpose of carrying out activities authorized under this Agreement, including without limitation disclosures to Sublicensees or other sublicensees[**].

Authorized Disclosure. Ardelyx may disclose Product Information Pfizer and Monogram each Party may disclose agree that any disclosure (i) by Pfizer or any of its Affiliates of Monogram Confidential Information Information, or (other than Product ii) by Monogram or any of its Affiliates of Pfizer Confidential Information) , in each case to any of their respective officers, employees or agents shall be made only if and to the extent that such disclosure is: (a) required by law, order, or regulation of a government agency or a court of competent jurisdiction, or by the rules of a securities exchange, provided that the Party required to make such disclosure shall (i) give the other Party reasonable advance notice of and an opportunity to comment on any such required disclosure, (ii) if requested by the other Party, use Commercially Reasonable Efforts to obtain protective orders or any available limitations on or exemptions from such disclosure requirement where applicable and practicable; (b) made to a patent office for the purposes of filing or enforcing a Patent as permitted in this Agreement, provided, however, that reasonable measures shall be taken to assure confidential treatment of such information, to the extent such protection is available; (c) made by AstraZeneca or its Affiliates, Distributors, Sublicensees or other sublicensees or by Ardelyx (as expressly authorized under this Agreement or as reasonably necessary to conduct Ardelyx’s carry out its rights and obligations under this Agreement) to a Regulatory Health Authority for the purposes of any filing, application or request for Regulatory Approval for Licensed Compounds or Licensed Products as permitted in this Agreement; (d) made to investment bankers, financial advisors, actual or potential Third Party partners, investors, licensees, sublicensees or acquirers of all or substantially all of the assets to which this Agreement relates; (e) made by AstraZeneca or its Affiliates, Distributors, Sublicensees, or other sublicensees to Third Parties as may be necessary or useful in connection with the Exploitation of the Licensed Compounds or Licensed Products as contemplated by this Agreement, including subcontracting or sublicensing transactions in connection therewith or (f) made by Ardelyx to Third Parties as may be necessary or useful in connection with its performance of its obligations under this Agreement; provided that with respect to disclosures as per subsection (d), (e), (f), or the following sentence, the Party making such disclosures shall ensure that each Third Party recipient is bound by obligations of confidentiality no less restrictive than those contained in this Agreement and shall be liable limited to the other Party for maximum extent possible consistent with such rights and obligations. Monogram and Pfizer each represent that all of their directors, officers, employees and agents who shall have access to Pfizer Technology, Monogram Technology, Pfizer Confidential Information or Monogram Confidential Information are bound by an agreement to maintain such information in confidence. Notwithstanding the foregoing, (x) Pfizer may disclose any breach of such confidentiality obligations by the relevant recipient. In addition (but without prejudice to) the above provisions, each Party shall be entitled to disclose, under a binder of confidentiality containing provisions as protective as those of this Article 10, Monogram Confidential Information to any Third Party (I) Governmental Authorities (a) to the extent reasonably necessary to obtain or maintain INDs or Regulatory Approvals for the purpose Pfizer Product, (b) to the extent reasonably necessary to respond to inquiries, requests or investigations, and (c) to the extent reasonably necessary to obtain Regulatory Approval and pricing and reimbursement of carrying out activities authorized the sale of the Commercial Assay in any Ex-US Country, including any Reimbursement Approval, (II) Pfizer Agents or other business consultants, attorneys, accountants or professional service providers, except for [*] = CERTAIN CONFIDENTIAL INFORMATION CONTAINED IN THIS DOCUMENT, MARKED BY BRACKETS, HAS BEEN OMITTED AND FILED SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSION PURSUANT TO RULE 24B-2 OF THE SECURITIES EXCHANGE ACT OF 1934, AS AMENDED. medical, scientific or technical consultants in the area of HIV or antiretroviral resistance testing, and (III) to the extent necessary in order to enforce Pfizer’s rights under this Agreement or the Note Agreement, (y) Monogram may disclose any Pfizer Confidential Information (I) to Governmental Authorities in order to respond to inquiries, requests or investigations, (II) to attorneys, accountants or professional service providers (III) to outside consultants, suppliers or subcontractors in connection with the Assay, (IV) to the extent necessary in order to enforce Monogram’s rights under this Agreement; and (z) Pfizer and Monogram may disclose any Monogram Confidential Information and Pfizer Confidential Information, including without limitation disclosures respectively, when required to Sublicensees be disclosed under Law or other sublicenseesin connection with a legal proceeding; provided that, in each case enumerated in clauses (x), (y), and (z) of this Section 10.2, the disclosing Party shall obtain the same confidentiality obligations from such Third Parties as it obtains with respect to its own proprietary information of similar kind and value.

Authorized Disclosure. Ardelyx may disclose Product Information and each Except as otherwise provided in this Agreement, a Receiving Party may use and disclose Confidential Information of the Disclosing Party as follows: (other a) Confidential Information may be shared with a Party’s and its Affiliates’ employees and agents (including, without limitation, consultants, attorneys, accountants and financial advisors) under appropriate confidentiality provisions not less restrictive than Product Informationthose contained in this Agreement, in connection with the performance of its obligations or exercise of rights granted or reserved in [*] = Certain confidential information contained in this document, marked by brackets, has been omitted and filed separately with the Securities and Exchange Commission pursuant to Rule 24b-2 of the Securities Exchange Act of 1934, as amended. this Agreement; (b) to the extent that such disclosure is: (a) is reasonably necessary in [*], complying with applicable governmental regulations, obtaining Regulatory Approval, complying with government subpoenas, marketing Licensed Products or otherwise required by law, order, or regulation of a government agency or a court of competent jurisdiction, or by the rules of a securities exchange, provided that the Party required to make such disclosure shall (i) give the other Party reasonable advance notice of and an opportunity to comment on any such required disclosure, (ii) if requested by the other Party, use Commercially Reasonable Efforts to obtain protective orders or any available limitations on or exemptions from such disclosure requirement where applicable and practicableApplicable Law; (b) made to a patent office for the purposes of filing or enforcing a Patent as permitted in this Agreement, provided, however, that if a Receiving Party is required by subpoena or Applicable Law to make any such disclosure of a Disclosing Party’s Confidential Information it shall give reasonable measures advance notice to the Disclosing Party of such disclosure requirement and, except to the extent inappropriate in the case of [*], shall be taken use its reasonable efforts to assure the extent practicable to secure confidential treatment of such information, Confidential Information required to the extent such protection is availablebe disclosed; (c) made by AstraZeneca to existing or its Affiliatesprospective advisors or investors, Distributors, Sublicensees or other sublicensees or by Ardelyx (as expressly authorized in each case under this Agreement or as necessary to conduct Ardelyx’s obligations under this Agreement) to a Regulatory Health Authority for the purposes of any filing, application or request for Regulatory Approval for Licensed Compounds or Licensed Products as permitted appropriate confidentiality provisions not less restrictive than those contained in this Agreement; (d) made as reasonably required under the circumstances, to investment bankers, financial advisors, actual or potential a Third Party partnersin connection with: (i) a merger, investorsconsolidation or similar transaction by such Party, licensees, sublicensees or acquirers (ii) the sale of all or substantially all of the assets of such Party or to which this Agreement relates; (e) made by AstraZeneca or its Affiliates, Distributors, Sublicensees, or other sublicensees to Third Parties as may be necessary or useful in connection with the Exploitation of the Licensed Compounds or Licensed Products as contemplated by this Agreement, including subcontracting or sublicensing transactions in connection therewith or (f) made by Ardelyx to Third Parties as may be necessary or useful in connection with its performance of its obligations each case under this Agreement; provided that with respect to disclosures as per subsection (d), (e), (f), or the following sentence, the Party making such disclosures shall ensure that each Third Party recipient is bound by obligations of appropriate confidentiality no provisions not less restrictive than those contained in this Agreement and shall be liable Agreement; (e) to the other Party for any breach of such confidentiality obligations by the relevant recipient. In addition (but without prejudice to) the above provisions, each Party shall be entitled to disclose, under a binder of confidentiality containing provisions as protective as those of this Article 10extent necessary, Confidential Information may be shared with [*] under appropriate confidentiality provisions not less restrictive than those contained in this Agreement; or (f) to the extent mutually agreed in writing by the Parties. In each of the above authorized disclosures, except to the extent such disclosure is required by Applicable Law, the Receiving Party shall remain responsible for any Third Party for failure by any Person who receives the purpose of carrying out activities authorized Confidential Information pursuant to this Section 9.2 to treat such Confidential Information as required under this Agreement, including without limitation disclosures to Sublicensees or other sublicenseesArticle 9.

Authorized Disclosure. Ardelyx may disclose Product Information and each Except as expressly provided otherwise in this Agreement, a Receiving Party may use and disclose Confidential Information of the Disclosing Party as follows: (other than Product Informationa) under appropriate confidentiality provisions similar to those in this Agreement, in connection with the performance of its obligations or exercise of rights granted or reserved in this Agreement (including the rights to Develop, Manufacture and Commercialize Licensed Products); or (b) to the extent that such disclosure is: (a) is reasonably necessary in filing or prosecuting patent, copyright and trademark applications in accordance with this Agreement, prosecuting or defending litigation, complying with applicable governmental regulations, seeking and obtaining regulatory approval, conducting non-clinical activities or clinical trials, preparing and submitting INDs to Regulatory Authorities, or is otherwise required by law, order, Applicable Law or regulation of a government agency or a court of competent jurisdiction, or by the rules of a securities exchange, provided that the Party required recognized stock exchange or automated quotation system applicable to make such disclosure shall (i) give the other Party reasonable advance notice of and an opportunity to comment on any such required disclosure, (ii) if requested by the other Party, use Commercially Reasonable Efforts to obtain protective orders including the United States Securities and Exchange Commission or any available limitations on equivalent foreign agency or exemptions from such disclosure requirement where applicable and practicableregulatory body; (b) made to a patent office for the purposes of filing or enforcing a Patent as permitted in this Agreement, provided, however, that if a Receiving Party is required by Applicable Law to make any such disclosure of a Disclosing Party’s Confidential Information it will, except where impracticable, give reasonable measures shall be taken advance notice to assure the Disclosing Party of such disclosure requirement and, if requested by the Disclosing Party, cooperate with the Disclosing Party to secure confidential treatment of such informationConfidential Information required to be disclosed; or (c) in communication with existing or bona fide prospective investors, underwriters, lenders or other financing sources, consultants, advisors, licensees or collaborators the employees, officers, directors, agents, consultants and advisors of any such Third Party or others on a need to know basis and under obligations of confidentiality and non-use substantially equivalent to those of this Agreement (except for the term of such obligations, which shall be customary for the particular disclosure) or (d) to the extent such protection is available; (c) made by AstraZeneca or its Affiliates, Distributors, Sublicensees or other sublicensees or by Ardelyx (as expressly authorized under this Agreement or as necessary mutually agreed to conduct Ardelyx’s obligations under this Agreement) to a Regulatory Health Authority for the purposes of any filing, application or request for Regulatory Approval for Licensed Compounds or Licensed Products as permitted in this Agreement; (d) made to investment bankers, financial advisors, actual or potential Third Party partners, investors, licensees, sublicensees or acquirers of all or substantially all of the assets to which this Agreement relates; (e) made by AstraZeneca or its Affiliates, Distributors, Sublicensees, or other sublicensees to Third Parties as may be necessary or useful in connection with the Exploitation of the Licensed Compounds or Licensed Products as contemplated by this Agreement, including subcontracting or sublicensing transactions in connection therewith or (f) made by Ardelyx to Third Parties as may be necessary or useful in connection with its performance of its obligations under this Agreement; provided that with respect to disclosures as per subsection (d), (e), (f), or the following sentence, the Party making such disclosures shall ensure that each Third Party recipient is bound by obligations of confidentiality no less restrictive than those contained in this Agreement and shall be liable to the other Party for any breach of such confidentiality obligations writing by the relevant recipient. In addition (but without prejudice to) the above provisions, each Party shall be entitled to disclose, under a binder of confidentiality containing provisions as protective as those of this Article 10, Confidential Information to any Third Party for the purpose of carrying out activities authorized under this Agreement, including without limitation disclosures to Sublicensees or other sublicenseesParties.

Authorized Disclosure. Ardelyx may disclose Product Information and Except as expressly provided otherwise in this Agreement, each Party may use and disclose Confidential Information of the other Party as follows: (other than Product Informationi) under appropriate confidentiality provisions substantially equivalent to those in this Agreement (but for a confidentiality period that is reasonable and customary under the applicable circumstances) in connection with the performance of its obligations or as reasonably necessary or useful in the exercise of its rights under this Agreement; (ii) to the extent that such disclosure is: is reasonably necessary in prosecuting or maintaining any Patent or other intellectual property right in accordance with this Agreement, prosecuting or defending litigation related to this Agreement, complying with applicable governmental regulations with respect to performance under this Agreement (a) required by law, order, or regulation of a government agency or a court of competent jurisdiction, or by including to comply with the applicable rules of a securities exchangeany public stock exchange upon which the stock of such Party or its Affiliate is listed), provided that the Party required seeking to make such disclosure shall (i) give disclose Confidential Information of the other Party uses commercially reasonable advance notice of and an opportunity efforts, consistent with typical practice in the pharmaceutical industry, to comment on any such required disclosuresecure confidential treatment thereof, as applicable; (iiiii) if requested by to the other Party, use Commercially Reasonable Efforts to obtain protective orders or any available limitations on or exemptions from extent such disclosure requirement where is otherwise required by applicable and practicable; (b) made to a patent office for the purposes of filing or enforcing a Patent as permitted in this Agreementlaw, provided, however, that if a Party is required by applicable law or court order to make any such disclosure of the other Party’s Confidential Information it will, except where impracticable for necessary disclosures (for example, in the event of medical emergency), give reasonable measures shall be taken advance notice to assure the other Party of such disclosure requirement and, in each of the foregoing, (but not to the extent inappropriate in the case of prosecution and maintenance of Patents), will use its reasonable efforts to seek confidential treatment of such information, Confidential Information required to be disclosed and limit disclosure of the extent such protection is available; (c) made by AstraZeneca or its Affiliates, Distributors, Sublicensees or other sublicensees or by Ardelyx (as expressly authorized under this Agreement or as Confidential Information to only that part necessary to conduct Ardelyx’s obligations under this Agreement) to a Regulatory Health Authority for comply with the purposes request; any disclosure of any filing, application or request for Regulatory Approval for Licensed Compounds or Licensed Products Confidential Information as permitted in this Agreementthe foregoing sentence shall not alter the confidential nature of such Confidential Information for all other purposes; (div) made to investment bankers, in communication with advisors (including financial advisors, lawyers and accountants) or actual or bona fide potential Third Party partners, investors, licensees, sublicensees investors or acquirers of all or substantially all of the assets to which this Agreement relates; (e) made by AstraZeneca or its Affiliates, Distributors, Sublicenseesacquirers, or other actual or bona fide potential licensees or sublicensees related to Third Parties as may Products, or approved or permitted contractors, service providers, vendors and the like used (or to be necessary or useful used) in connection with activities hereunder, each on a need to know basis, and in each case under standard confidentiality obligations (subject to the Exploitation allowances for term of the Licensed Compounds or Licensed Products as contemplated by this Agreementconfidentiality provided in subsection (i) above, including subcontracting or sublicensing transactions in connection therewith or (f) made by Ardelyx to Third Parties as may be necessary or useful in connection with its performance of its obligations under this Agreement; provided that except with respect to disclosures as per subsection to actual or bona fide potential investors and acquirers receiving any technical data or information related to the Licensed Products that is Confidential Information of the other Party shall be subject to obligations of confidentiality for a period of at least five (d), (e), (f)5) years after such disclosure, or (v) to the following sentenceextent mutually agreed to by the Parties. In addition to the foregoing, with respect to complying with the disclosure requirements of the U.S. Securities and Exchange Commission (“SEC”) or similar regulatory bodies or the rules of an applicable public stock exchange, in connection with any required disclosure of material information related to this Agreement, the Parties shall consult with one another concerning the information to be disclosed and secure confidential treatment thereof where practicable. If time does not permit such discussion, or if after such discussion between counsel, the Party making desiring to make the disclosure still believes such disclosures shall ensure that each Third Party recipient is bound required by obligations of confidentiality no less restrictive than those contained in this Agreement and shall be liable applicable Law or applicable stock exchange rule to make such disclosure, it may do so, upon written notice to the other Party. For clarity, nothing in this Section 5.2 shall prevent any Party for any breach of such confidentiality obligations from making disclosures required by the relevant recipient. In addition (but without prejudice to) the above provisions, each Party shall be entitled to disclose, under a binder of confidentiality containing provisions as protective as those of this Article 10, Confidential Information to any Third Party for the purpose of carrying out activities authorized under this Agreement, including without limitation disclosures to Sublicensees or other sublicenseesapplicable law.

Authorized Disclosure. Ardelyx may disclose Product Information and each The Receiving Party may disclose Disclosing Party’s Confidential Information (other than Product Information) to Receiving Party’s Affiliates, directors, officers, employees, agents and consultants, lenders and professional advisors who need to receive the extent that such disclosure is: (a) required by law, order, or regulation of a government agency or a court of competent jurisdiction, or by Confidential Information in order to further the rules of a securities exchange, provided that the Party required to make such disclosure shall (i) give the other Party reasonable advance notice of and an opportunity to comment on any such required disclosure, (ii) if requested by the other Party, use Commercially Reasonable Efforts to obtain protective orders or any available limitations on or exemptions from such disclosure requirement where applicable and practicable; (b) made to a patent office for the purposes of filing or enforcing a Patent as permitted activities contemplated in this Agreement, providedand who are made *** Certain confidential information contained in this document, howevermarked with three asterisks, that reasonable measures shall be taken has been omitted and filed separately with the Securities and Exchange Commission pursuant to assure Rule 24b-2 of the Securities Exchange Act of 1934, as amended. aware of the confidential treatment nature of the Confidential Information. The Receiving Party must (i) enforce the terms of this Article X as to its respective Affiliates, directors, officers, employees, agents, consultants, lenders and professional advisors; (ii) take such information, action to the extent such protection is availablereasonably necessary to cause its Affiliates, directors, officers, employees, agents, consultants, lenders and professional advisors to comply with the terms and conditions of this Article X; and (ciii) made be responsible and liable for any breach of the provisions of this Article X by AstraZeneca it or its Affiliates, Distributorsdirectors, Sublicensees or other sublicensees or by Ardelyx (as expressly authorized under this Agreement or as necessary officers, employees, agents, consultants, lenders and professional advisors. Each Party will take reasonable precautions to conduct Ardelyx’s obligations under this Agreement) to a Regulatory Health Authority for safeguard the purposes of any filing, application or request for Regulatory Approval for Licensed Compounds or Licensed Products as permitted in this Agreement; (d) made to investment bankers, financial advisors, actual or potential Third Party partners, investors, licensees, sublicensees or acquirers of all or substantially all Confidential Information of the assets other Party. Each Party will also have the right to which this Agreement relates; (e) made by AstraZeneca or its Affiliates, Distributors, Sublicensees, or other sublicensees to Third Parties as may be necessary or useful in connection with the Exploitation make disclosures of such portions of the Licensed Compounds other Party’s Confidential Information to the DEA or Licensed Products as contemplated by this Agreement, including subcontracting or sublicensing transactions in connection therewith or (f) made by Ardelyx to Third Parties as may be any other Governmental Authorities where such disclosure is necessary or useful in connection with its performance of for such Party to perform its obligations under this Agreement; provided that with respect to disclosures as per subsection (d), (e), (f), or the following sentence. In addition, the Receiving Party making may disclose those portions of the Disclosing Party’s Confidential Information required to be disclosed by legal process; provided, in each case the Receiving Party, to the extent it is lawfully able to do so, promptly informs the Disclosing Party, uses reasonable efforts to limit the disclosure and maintains the confidentiality to the extent possible and permits the Disclosing Party to attempt by appropriate legal means to limit such disclosures shall ensure that each Third Party recipient is bound by obligations of confidentiality no less restrictive than those contained disclosure. Notwithstanding anything to the contrary in this Agreement and shall be liable to Section 10.2, Purdue may disclose the other Party for any breach terms of such confidentiality obligations by the relevant recipient. In addition (but without prejudice to) the above provisions, each Party shall be entitled to disclose, under a binder of confidentiality containing provisions as protective as those of this Article 10, Confidential Information to any Third Party for the purpose of carrying out activities authorized under this Agreement, including without limitation disclosures upon the prior written consent of Distributor (not to Sublicensees be unreasonably withheld, conditioned or other sublicenseesdelayed), to Third Parties in connection with patent litigation involving the Purdue Patents or the Foreign Patents (each as defined in the Settlement Agreement) or in connection with settlement discussions and agreements with alleged infringers of the Purdue Patents or the Foreign Patents, subject to all such Third Parties keeping the terms of this Agreement strictly confidential in accordance with the terms hereof.

Authorized Disclosure. Ardelyx If, based upon the advice of legal counsel skilled in the subject matter, a Party is required to disclose Confidential Information of the other Party to comply with an applicable law, regulation, legal process, or order of a government authority or court of competent jurisdiction, the Party may disclose Product such Confidential Information only to the Person required to receive such disclosure; provided, however, that the Party required to disclose such Confidential Information shall (a) to the extent permitted by such law, regulation, process, order or rules, first have given prompt (but in no event less than five (5) business days) advance notice to such other Party to enable it to seek any available exemptions from or limitations on such disclosure requirement and shall reasonably cooperate in such efforts by the other Party, (b) furnish only the portion of the Confidential Information which is legally required; (c) use all reasonable efforts to secure confidential protection of such Confidential Information, and (d) continue to perform its obligations of confidentiality set out herein. Each Party may disclose Confidential Information of the other Party to Regulatory Authorities to the extent such disclosure is reasonably necessary in regulatory filings required for the development and/or commercialization of Licensed Products. In addition, each Party may disclose Confidential Information of the other Party (other than Product Manufacturing Information) to the extent that such disclosure isis reasonably necessary in the following instances: (a) required by law, order, or regulation of a government agency or a court of competent jurisdiction, or by the rules of a securities exchange, provided that the Party required to make such disclosure shall (i) give the other Party reasonable advance notice of and an opportunity to comment on any such required disclosure, (ii) if requested by the other Party, use Commercially Reasonable Efforts to obtain protective orders or any available limitations on or exemptions from such disclosure requirement where applicable and practicable; (b) made to a patent office for the purposes of filing or enforcing a Patent prosecuting patents as permitted in by this Agreement, provided, however, that reasonable measures shall be taken ; disclosure to assure confidential treatment The Rockefeller University and The Regents of such information, the University of California to the extent necessary to fulfill obligations under the Rockefeller License and UCSF License, respectively, in accordance with this Agreement and the Rockefeller License or the UCSF License, as applicable; and disclosure to Sublicensees and potential Sublicensees, contractors, employees and consultants who need to know such protection is available; (c) made by AstraZeneca or its Affiliatesinformation for the development, Distributorsmanufacture and commercialization of Licensed Products, Sublicensees to bankers, lawyers, accountants, agents or other sublicensees Third Parties in connection with due diligence or by Ardelyx (as expressly authorized under this Agreement or as necessary similar investigations, and to conduct Ardelyx’s obligations under this Agreement) to a Regulatory Health Authority for the purposes of any filing, application or request for Regulatory Approval for Licensed Compounds or Licensed Products as permitted in this Agreement; (d) made to investment bankers, financial advisors, actual or potential Third Party partners, investors, licensees, sublicensees or acquirers of all or substantially all of the assets to which this Agreement relates; (e) made by AstraZeneca or its Affiliates, Distributors, Sublicensees, or other sublicensees to Third Parties as may be necessary or useful investors in connection with the Exploitation of the Licensed Compounds or Licensed Products as contemplated by this Agreement, including subcontracting or sublicensing transactions in connection therewith or (f) made by Ardelyx to Third Parties as may be necessary or useful in connection with its performance of its obligations under this Agreementconfidential financing documents; provided that with respect to disclosures as per subsection (d)any such Sublicensee, (e)contractor, (f)employee, consultant, banker, lawyer, accountant, agent or the following sentence, the Party making such disclosures shall ensure that each Third Party recipient is bound by obligations of confidentiality no less and non-use at least as THIS EXHIBIT HAS BEEN REDACTED AND IS THE SUBJECT OF A CONFIDENTIAL TREATMENT REQUEST. REDACTED MATERIAL IS MARKED WITH [*] AND HAS BEEN FILED SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSION. restrictive than as those contained in this Agreement set forth herein. In the case of each disclosure, the Party making such disclosure shall use reasonable efforts to obtain confidential treatment of any such disclosure, and shall be liable to not disclose Confidential Information of the other Party for any breach of such confidentiality obligations by the relevant recipient. In addition (but without prejudice to) the above provisions, each Party shall be entitled to disclose, under a binder of confidentiality containing provisions as protective as those of this Article 10, Confidential Information to any Third Party for the purpose of carrying out activities authorized under this Agreement, including without limitation disclosures to Sublicensees or other sublicenseesthan is reasonably necessary.

Authorized Disclosure. Ardelyx Except as expressly provided otherwise in this Agreement, a Receiving Party or its Affiliates may use and disclose Product Information and each Party may disclose to Third Parties Confidential Information (other than Product Information) to of the extent that such disclosure isDisclosing Party as follows: (a) required by law, order, or regulation of a government agency or a court of competent jurisdiction, or by the rules of a securities exchange, provided that the Party required to make such disclosure shall (i) give solely in connection with the other Party reasonable advance notice performance of and an opportunity to comment on any such required disclosure, (ii) if requested by the other Party, use Commercially Reasonable Efforts to obtain protective orders its obligations or any available limitations on exercise of rights granted or exemptions from such disclosure requirement where applicable and practicable; (b) made to a patent office for the purposes of filing or enforcing a Patent as permitted reserved in this Agreement under confidentiality provisions no less restrictive than those in this Agreement, provided, a Receiving Party may disclose Confidential Information to a governmental entity or agency without requiring such entity or agency to enter into a confidentiality agreement; (ii) to the extent reasonably necessary to file or prosecute patent, copyright and trademark applications (subject to Section 12.4 (Press Release; Publications; Disclosure of Agreement) below), complying with applicable governmental regulations, obtaining Approvals, conducting Pre-Clinical Studies or Clinical Studies, marketing a Product, or as otherwise required by Applicable Law, regulation, rule or legal process (including the rules of the SEC and any stock exchange); provided, however, that if a Receiving Party or any of its Affiliates is required by law or regulation to make any such disclosure of a Disclosing Party’s Confidential Information it will, except where impracticable for necessary disclosures, give reasonable measures shall be taken advance notice to assure the Disclosing Party of such disclosure requirement and will use its reasonable efforts to secure confidential treatment of such information, Confidential Information required to the extent such protection is availablebe disclosed; (ciii) made by AstraZeneca or its Affiliates, Distributors, Sublicensees or other sublicensees or by Ardelyx (as expressly authorized under this Agreement or as necessary to conduct Ardelyx’s obligations under this Agreement) to a Regulatory Health Authority for the purposes of any filing, application or request for Regulatory Approval for Licensed Compounds or Licensed Products as permitted in this Agreement; (d) made to investment bankers, financial advisors, communication with actual or potential Third Party partnerslenders, investors, licenseesmerger partners, sublicensees or acquirers of all or substantially all of the assets to which this Agreement relates; (e) made by AstraZeneca or its Affiliatesacquirers, Distributors, Sublicenseesconsultants, or other sublicensees to Third Parties as may be necessary or useful professional advisors on a need-to-know basis, in connection with the Exploitation of the Licensed Compounds or Licensed Products as contemplated by this Agreement, including subcontracting or sublicensing transactions in connection therewith or (f) made by Ardelyx to Third Parties as may be necessary or useful in connection with its performance of its obligations each case under this Agreement; provided that with respect to disclosures as per subsection (d), (e), (f), or the following sentence, the Party making such disclosures shall ensure that each Third Party recipient is bound by obligations of confidentiality provisions no less restrictive than those contained in of this Agreement and shall be liable Agreement; (iv) to the extent such disclosure is required to comply with existing expressly stated contractual obligations owed to such Party’s or its Affiliates’ licensor with respect to any intellectual property licensed to the other Party for any breach of such confidentiality obligations by the relevant recipient. In addition (but without prejudice to) the above provisions, each Party shall be entitled to disclose, under a binder of confidentiality containing provisions as protective as those of this Article 10, Confidential Information to any Third Party for the purpose of carrying out activities authorized under this Agreement; or (v) as mutually agreed to in writing by the Parties. Notwithstanding the foregoing, including without limitation disclosures if either Party concludes based on the reasonable opinion of counsel that a copy of this Agreement must be filed with the United States Securities and Exchange Commission or similar regulatory agency in a country other than the United States, such Party will, within a reasonable time prior to Sublicensees or any such filing (and to the extent possible at least [***] prior to any such filing), provide the other sublicenseesParty with a copy of this Agreement showing any provisions hereof as to which such Party proposes to request confidential treatment, and the Parties shall coordinate with each other and will use good faith efforts to mutually agree on the redaction of certain provisions of this Agreement (together with all exhibits and schedules) before filing such copy of this Agreement, provided that notwithstanding the foregoing, the filing Party shall retain final decision-making authority over the redactions to be made in its filed copy of this Agreement.

Authorized Disclosure. Ardelyx may disclose Product Information and each Each Party may disclose the other Party’s Confidential Information hereunder solely to the extent such disclosure is reasonably necessary in connection with complying with Applicable Laws; provided that in the event of any such disclosure of the Disclosing Party’s Confidential Information by the Receiving Party, the Receiving Party will, except where impracticable, give reasonable advance notice to the Disclosing Party of such disclosure requirement (so that the Disclosing Party may seek a protective order and or other than Product Informationappropriate remedy or waive compliance with the confidentiality provisions of this ARTICLE 10 (Confidentiality)) and will use its Reasonable Commercial Efforts to secure confidential treatment of such Confidential Information required to be disclosed. Confidential Information may be disclosed by Alios to Third Parties bound by confidentiality and non-use restrictions at least as restrictive as those set forth in this ARTICLE 10 (Confidentiality) to the extent that such disclosure is: Confidential Information (a) required by lawis disclosed to bona fide potential or actual investors in or acquirers of Alios; or (b) is disclosed to attorneys, orderbankers or other financial institutions in connection with obtaining loans, financing, or regulation of a government agency or a court of competent jurisdictionother financial services; provided, or by the rules of a securities exchangein each case, provided that the Party required to make Alios shall limit such disclosure shall of Confidential Information to information Alios reasonably determines is material to such Third Party’s potential investment in, acquisition of, loan to, financial arrangement with or other services to be provided to, Alios. Confidential Information may be disclosed by a Party to (i) give the other those of its and its Affiliates’ or its Sublicensees’ directors, officers, employees, agents, consultants, Outside Contractors, and clinical investigators that such Party reasonable advance notice of and an opportunity reasonably determines have a need to comment on any know such required disclosure, (ii) if requested by the other Party, use Commercially Reasonable Efforts Confidential Information to obtain protective orders or any available limitations on or exemptions from such disclosure requirement where applicable and practicable; (b) made to a patent office for achieve the purposes of filing or enforcing a Patent as permitted in this Agreement, ; provided, however, that reasonable measures such Party shall ensure that its and its Affiliates’ or Sublicensees’ directors, officers, employees, agents, consultants, Outside Contractors, and clinical investigators to whom disclosure is to be taken to assure confidential treatment of such informationmade are bound by confidentiality and non-use restrictions at least as restrictive as those set forth in this ARTICLE 10 (Confidentiality), and (ii) to the extent such protection disclosure is available; (c) made by AstraZeneca or its Affiliates, Distributors, Sublicensees or other sublicensees or by Ardelyx (as expressly authorized under this Agreement or as reasonably necessary in connection with submissions to conduct Ardelyx’s obligations under this Agreement) to a Regulatory Health any Governmental Authority for the purposes of any filing, application or request for Regulatory Approval for Licensed Compounds or Licensed Products as permitted in this Agreement; (d) made to investment bankers, financial advisors, actual or potential Third Party partners, investors, licensees, sublicensees or acquirers of all or substantially all of the assets to which this Agreement relates; (e) made by AstraZeneca or its Affiliates, Distributors, Sublicensees, in filing or other sublicensees to Third Parties as may be necessary or useful in connection with the Exploitation of the Licensed Compounds or Licensed Products as prosecuting patent applications contemplated by this Agreement, including subcontracting or sublicensing transactions in connection therewith or (f) made by Ardelyx to Third Parties as may be necessary or useful in connection with its performance of its obligations under this Agreement; provided that with respect to disclosures as per subsection (d), (e), (f), or in the following sentenceevent of any such disclosure of the Disclosing Party’s Confidential Information by the Receiving Party, the Receiving Party making such disclosures shall ensure that each Third Party recipient is bound by obligations of confidentiality no less restrictive than those contained in this Agreement and shall be liable will use its Reasonable Commercial Efforts to the other Party for any breach secure confidential treatment of such confidentiality obligations by the relevant recipient. In addition (but without prejudice to) the above provisions, each Party shall be entitled to disclose, under a binder of confidentiality containing provisions as protective as those of this Article 10, Confidential Information required to any Third Party for the purpose of carrying out activities authorized under this Agreement, including without limitation disclosures to Sublicensees or other sublicenseesbe disclosed.

Authorized Disclosure. Ardelyx may disclose Product Information and each Each Party may disclose Confidential Information (belonging to the other than Product Information) Party to the extent that such disclosure is: (a) required is reasonably necessary for complying with Applicable Laws, including regulations promulgated by law, order, or regulation of a government agency or a court of competent jurisdiction, or by the rules of a securities exchangeexchanges, provided that the Party required to make disclose such information promptly notifies the Disclosing Party prior to making any such disclosure shall (i) give and cooperates with the other Disclosing Party’s efforts to seek confidential treatment or to otherwise limit disclosure. Each Receiving Party reasonable advance notice of and an opportunity to comment on any such required disclosure, (ii) if requested by may disclose the other Party’s Confidential Information to its Affiliates, use Commercially Reasonable Efforts to obtain protective orders or any available limitations on or exemptions from employees, agents, advisors, and independent contractors (including Permitted Third Parties) engaged by such disclosure requirement where applicable and practicable; Receiving Party, in each case (ba) made to a patent office for the purposes of filing or enforcing a Patent as permitted in this Agreement, provided, however, that reasonable measures shall be taken to assure confidential treatment of such information, only to the extent such protection is available; (c) made by AstraZeneca or its Affiliates, Distributors, Sublicensees or other sublicensees or by Ardelyx (as expressly authorized under this Agreement or as necessary Persons need to conduct Ardelyx’s obligations under this Agreement) to a Regulatory Health Authority for know the purposes of any filing, application or request for Regulatory Approval for Licensed Compounds or Licensed Products as permitted in this Agreement; (d) made to investment bankers, financial advisors, actual or potential Third Party partners, investors, licensees, sublicensees or acquirers of all or substantially all of the assets to which this Agreement relates; (e) made by AstraZeneca or its Affiliates, Distributors, Sublicensees, or other sublicensees to Third Parties as may be necessary or useful Confidential Information solely in connection with the Exploitation of the Licensed Compounds or Licensed Products as contemplated by this Agreement, including subcontracting or sublicensing transactions in connection therewith or (f) made by Ardelyx to Third Parties as may be necessary or useful in connection with its performance of its obligations under this Agreement; Agreement or, if applicable, the Program Transfer Agreement and (b) provided that with respect to disclosures as per subsection (d), (e), (f), or the following sentence, the Party making such disclosures shall ensure that each Third Party recipient is Person receiving Confidential Information must be bound by obligations of confidentiality no less restrictive than and non-use at least as stringent as an equivalent in scope to those contained set forth in this Agreement ARTICLE 10 prior to any such disclosure and the Party making such disclosure to such Person shall be liable to the other Party for any breach of such confidentiality obligations by such disclosee. PB may disclose SFJ Confidential Information to MedImmune as necessary to comply with PB’s obligations or exercise PB’s rights under the relevant recipientAZ License (it being understood that any such disclosure will be made under the terms of Article 6 of the AZ License and that PB shall not be required to enter into any further confidentiality agreement with MedImmune for such purpose). Each Party may also disclose the material terms of this Agreement (including the form of Program Transfer Agreement) or provide a copy of this Agreement or a summary of such Party’s findings during its due diligence investigation of the Products (if applicable) to any bona fide potential or actual investor, investment banker, acquirer, provider of debt or royalty financing, or other potential or actual financial partner without consent of the other Party, and provided that in connection with such disclosure, each disclosee must be bound by obligations of confidentiality and non-use at least as stringent as an equivalent in scope to those set forth in this ARTICLE 10 prior to any such disclosure and the Party making such disclosure to such disclosee shall be liable to the other Party for any breach of such obligations by such disclosee. Notwithstanding anything in the foregoing to the contrary, Exhibit D constitutes PB’s Confidential Information and not SFJ’s Confidential Information, and PB may disclose Exhibit D to Third Parties as determined by PB in its sole discretion. In addition (but without prejudice to) the above provisionsany event, each Party shall be entitled agrees to disclose, under a binder take all reasonable action to avoid unauthorized use or disclosure of confidentiality containing provisions as protective as those of this Article 10, Confidential Information to any Third of the other Party for the purpose of carrying out activities authorized under this Agreement, including without limitation disclosures to Sublicensees or other sublicenseeshereunder.

Authorized Disclosure. Ardelyx may disclose Product Information and Except as expressly provided otherwise in this Agreement, each Party may use and disclose Confidential Information of the other Party solely as follows: (other than Product Informationi) to the extent that such disclosure is: (a) required by lawis to such Party’s personnel, order, or regulation of solely on a government agency or a court of competent jurisdiction, or by the rules of a securities exchange, provided that the Party required to make such disclosure shall (i) give the other Party reasonable advance notice of and an opportunity to comment on any such required disclosure, (ii) if requested by the other Party, use Commercially Reasonable Efforts to obtain protective orders or any available limitations on or exemptions from such disclosure requirement where applicable and practicable; (b) made to a patent office for the purposes of filing or enforcing a Patent as permitted in this Agreement, provided, however, that reasonable measures shall be taken to assure confidential treatment of such information, need-to-know basis to the extent such protection is available; (c) made by AstraZeneca or its Affiliates, Distributors, Sublicensees or other sublicensees or by Ardelyx (as expressly authorized under this Agreement or as necessary to conduct Ardelyx’s obligations under this Agreement) to a Regulatory Health Authority personnel requires such information for the purposes performance of any filing, application or request for Regulatory Approval for Licensed Compounds or Licensed Products as permitted such Party’s activities hereunder and under appropriate confidentiality provisions substantially equivalent to those in this Agreement; (dii) made to investment bankersthe extent such disclosure is to a Governmental Authority, financial advisorsas reasonably necessary in filing or prosecuting patent, actual copyright and trademark applications in accordance with this Agreement, prosecuting or potential Third Party partnersdefending arbitration or litigation in accordance with this Agreement, investorscomplying with applicable governmental regulations with respect to performance under this Agreement, licenseesfiling Regulatory Filings, sublicensees obtaining Regulatory Approval or acquirers of all fulfilling regulatory obligations for the Product, or substantially all otherwise required by Applicable Law, including regulations of the assets Securities and Exchange Commission, Securities and Exchange Surveillance Commission (SESC) or similar regulatory authority, provided that if a Party is required by Applicable Law to which this Agreement relates; (e) made by AstraZeneca or its Affiliates, Distributors, Sublicensees, or other sublicensees to Third Parties as may be necessary or useful in connection with the Exploitation make any such disclosure of the Licensed Compounds other Party’s Confidential Information it will, except where impracticable for necessary disclosures (for example, in the event of medical emergency), give reasonable advance notice to the other Party of such disclosure requirement and, in the case of each of the foregoing exceptions pursuant to this subsection (ii), will use its reasonable efforts to secure confidential treatment of such Confidential Information required to be disclosed, (iii) to advisors (including lawyers and accountants) on a need to know basis in support of the purposes of this Agreement, in each case under appropriate confidentiality provisions or Licensed Products professional standards of confidentiality substantially equivalent to those of this Agreement, (iv) to such Party’s [***]; provided further, that, prior to any such disclosure, each such disclosee is bound by written obligations of confidentiality, non-disclosure, and non-use at least as contemplated restrictive as the obligations set forth in this Article XII to maintain the confidentiality thereof and not to use or disclose such Confidential Information except as expressly permitted by this Agreement, including subcontracting or sublicensing transactions (v) to Third Party licensors (including, for clarity, sharing a redacted copy of this Agreement) on a need to know basis in connection therewith with any reporting, auditing or (f) made by Ardelyx to Third Parties other similar obligations as may be necessary or useful set forth in connection with its performance of its obligations under this Agreement; provided that with respect to disclosures as per subsection (d), (e), (f), or the following sentence, the Party making such disclosures shall ensure that each any Third Party recipient is bound by obligations of Licenses, in each case under appropriate confidentiality no less restrictive than those contained in this Agreement and shall be liable provisions substantially equivalent to the other Party for any breach of such confidentiality obligations by the relevant recipient. In addition (but without prejudice to) the above provisions, each Party shall be entitled to disclose, under a binder of confidentiality containing provisions as protective as those of this Article 10, Confidential Information to any Third Party for the purpose of carrying out activities authorized under this Agreement, including without limitation disclosures and (vi) to Sublicensees or other sublicenseesthe extent mutually agreed to by the Parties.

Authorized Disclosure. Ardelyx may disclose Product Information and Except as expressly provided otherwise in this Agreement, each Party may disclose Confidential Information of the other Party as follows: (other than Product Informationi) under appropriate confidentiality provisions substantially equivalent to those in this Agreement, to its employees and officers, Affiliates, any employee, officer or contractor of its Affiliates, or in the case of CSL only, to permitted Third Party contractors or Permitted Sublicensees or proposed Third Party contractors or sub-licensees; (ii) to the extent that such disclosure is: (a) is reasonably necessary in filing or prosecuting patent, copyright and trademark applications in accordance with this Agreement, prosecuting or defending litigation, complying with applicable governmental regulations, obtaining regulatory approval or fulfilling post-approval regulatory obligations, or otherwise required by law, order, or regulation of a government agency or a court of competent jurisdiction, or by the rules of a securities exchange, provided that the Party required to make such disclosure shall (i) give the other Party reasonable advance notice of and an opportunity to comment on any such required disclosure, (ii) if requested by the other Party, use Commercially Reasonable Efforts to obtain protective orders or any available limitations on or exemptions from such disclosure requirement where applicable and practicable; (b) made to a patent office for the purposes of filing or enforcing a Patent as permitted in this AgreementLaw, provided, however, that if a Party is required by Law to make any such disclosure of the other Party’s Confidential Information it will, except where impracticable for necessary disclosures (for example, in the event of medical emergency), give reasonable measures shall be taken advance notice to assure the other Party of such disclosure requirement (and otherwise promptly notify the other Party of disclosure) and, except to the extent inappropriate (for example, in the case of patent applications), will use its commercially reasonable efforts to secure confidential treatment of such informationConfidential Information required to be disclosed and co-operate with the other Part regarding same; (iii) in communication with advisors (including lawyers and accountants) on a need to know basis, in each case under appropriate confidentiality provisions substantially equivalent to those of this Agreement; or (iv) to the extent such protection is availablemutually agreed to by the Parties; (cv) made by AstraZeneca or its Affiliates, Distributors, Sublicensees or other sublicensees or by Ardelyx (as expressly authorized under each Party may disclose the terms of this Agreement or as to the extent necessary to conduct Ardelyx’s obligations comply with the terms of agreements with Third Parties existing as of the Effective Date under this Agreement) appropriate confidentiality provisions substantially equivalent to a Regulatory Health Authority for the purposes of any filing, application or request for Regulatory Approval for Licensed Compounds or Licensed Products as permitted those in this Agreement; (dvi) made to investment bankers, financial advisors, actual or potential Third Party partners, investors, licensees, sublicensees or acquirers of all or substantially all of CSL may disclose the assets to which this Agreement relates; (e) made by AstraZeneca or its Affiliates, Distributors, Sublicensees, or other sublicensees to Third Parties BioCryst Intellectual Property Rights and BioCryst Confidential Information as may be it deems necessary or useful useful, at all times acting reasonably and in connection with the Exploitation of the Licensed Compounds or Licensed Products as contemplated by this Agreementgood faith, including subcontracting or sublicensing transactions in connection therewith or (f) made by Ardelyx to Third Parties as may be necessary or useful in connection with its performance making, use, sale, importation, Development, manufacture or Commercialization of its obligations under this Agreement; provided that with respect to disclosures as per subsection (d), (e), (f), or Licensed Products. Notwithstanding the following sentence, the Party making such disclosures shall ensure that each Third Party recipient is bound by obligations of confidentiality no less restrictive than those contained in this Agreement foregoing and shall be liable to the other Party for any breach of such confidentiality obligations by the relevant recipient. In addition (but without prejudice to) the above provisions, each Party shall be entitled to disclose, under a binder of confidentiality containing provisions as protective as those of this Article 10, Confidential Information to any Third Party for the purpose avoidance of carrying out activities authorized under this Agreementdoubt, including without limitation disclosures CSL acknowledges and agrees that BioCryst may disclose to Sublicensees or other sublicenseesa Regulatory Authority all Data received from CSL and BioCryst acknowledges and agrees that CSL may disclose to a Regulatory Authority all Data received from BioCryst. Pursuant to 17 CFR 20.24b-2, confidential information has been omitted in places marked "***" and has been filed separately with the Securities and Exchange Commission pursuant to a Confidential Treatment Application with the Commission.

Authorized Disclosure. Ardelyx may disclose Product Information and each The Receiving Party may disclose Confidential Information (other than Product Information) belonging to the extent that such disclosure is: (a) required by law, order, or regulation of a government agency or a court of competent jurisdiction, or by the rules of a securities exchange, provided that the Disclosing Party required to make such disclosure shall (i) give the other Party reasonable advance notice of and an opportunity to comment on any such required disclosure, (ii) if requested by the other Party, use Commercially Reasonable Efforts to obtain protective orders or any available limitations on or exemptions from such disclosure requirement where applicable and practicable; (b) made to a patent office for the purposes of filing or enforcing a Patent as permitted in this Agreement, provided, however, that reasonable measures shall be taken to assure confidential treatment of such information, to the extent such protection disclosure is available; (c) made reasonably necessary for complying with applicable Laws, including regulations promulgated by AstraZeneca securities exchanges and any court orders, provided that such Receiving Party promptly notifies the Disclosing Party in writing prior to making any such disclosure and cooperates with the Disclosing Party’s efforts to seek confidential treatment or to otherwise limit disclosure. Each Receiving Party may disclose the Disclosing Party’s Confidential Information to its Affiliates, Distributorsemployees, Sublicensees or other sublicensees or by Ardelyx (as expressly authorized under this Agreement or as necessary to conduct Ardelyx’s obligations under this Agreement) to a Regulatory Health Authority for the purposes of any filingagents, application or request for Regulatory Approval for Licensed Compounds or Licensed Products as permitted in this Agreement; (d) made to investment bankers, financial advisors, actual or potential Third Party partnersand independent contractors engaged by such Receiving Party, investors, licensees, sublicensees or acquirers of all or substantially all of in each case (a) only to the assets extent such Persons need to which this Agreement relates; (e) made by AstraZeneca or its Affiliates, Distributors, Sublicensees, or other sublicensees to Third Parties as may be necessary or useful know the Confidential Information solely in connection with the Exploitation performance of the Licensed Compounds or Licensed Products as contemplated by this Agreement, including subcontracting or sublicensing transactions in connection therewith or and (fb) made by Ardelyx to Third Parties as may be necessary or useful in connection with its performance of its obligations under this Agreement; provided that with respect to disclosures as per subsection (d), (e), (f), or the following sentence, the Party making such disclosures shall ensure that each Third Party recipient is Person receiving Confidential Information must be bound by obligations of confidentiality no less restrictive than and non-use at least as stringent, and equivalent in scope, to those contained set forth in this Agreement Article 4 prior to any such disclosure and such Receiving Party shall be liable to the other Disclosing Party for any breach of such confidentiality obligations by the relevant Person to whom the Confidential Information was disclosed. Each Receiving Party may also disclose Confidential Information of the Disclosing Party, including the material terms of this Agreement, or provide a copy of any such agreement or a summary of such Party’s findings during any due diligence investigation, in connection with any actual or potential collaboration, investment, acquisition or licensing transaction to any bona fide potential or actual collaborator, investor, investment banker, acquirer, provider of debt or royalty financing, licensee or any potential or actual financial partner without consent of the other Party, and provided that in connection with such disclosure, each Person to whom such Confidential Information is disclosed must be bound by obligations of confidentiality and non-use at least as stringent, and equivalent in scope, to those set forth in this Article 4 prior to any such disclosure and the Receiving Party making such disclosure to such recipient shall be liable to the Disclosing Party for any breach of such obligations by such recipient. In addition (but without prejudice to) the above provisionsany event, each Party shall be entitled agrees to disclose, under a binder take all reasonable action to avoid unauthorized use or disclosure of confidentiality containing provisions as protective as those Confidential Information of another Party hereunder. In the event of any conflict between the terms of this Article 104, Confidential Information to any Third Party for and the purpose of carrying out activities authorized under this Confidentiality Agreement, including without limitation disclosures to Sublicensees or other sublicenseesthe terms of Confidentiality Agreement shall prevail.

Authorized Disclosure. Ardelyx may disclose Product Information and each Each Party may disclose the other Party’s Confidential Information hereunder solely to the extent such disclosure is reasonably necessary in connection with complying with Applicable Laws; provided that in the event of any such disclosure of the Disclosing Party’s Confidential Information by the Receiving Party, the Receiving Party will, except where impracticable, give reasonable advance notice to the Disclosing Party of such disclosure requirement (so that the Disclosing Party may seek a protective order and or other than Product Informationappropriate remedy or waive compliance with the confidentiality provisions of this ARTICLE 10 (Confidentiality)) and will use its Reasonable Commercial Efforts to secure confidential treatment of such Confidential Information required to be disclosed. Confidential Information may be disclosed by Alios to Third Parties bound by confidentiality and non-use restrictions at least as restrictive as those set forth in this ARTICLE 10 (Confidentiality) to the extent that such disclosure is: Confidential Information (a) required by lawis disclosed to bona fide potential or actual investors in or acquirers of Alios; or (b) is disclosed to attorneys, orderbankers or other financial institutions in connection with obtaining loans, financing, or regulation of a government agency or a court of competent jurisdictionother financial services; provided, or by the rules of a securities exchangein each case, provided that the Party required to make Alios shall limit such disclosure shall of Confidential Information to information Alios reasonably determines is material to such Third Party’s potential investment in, acquisition of, loan to, financial arrangement with or other services to be provided to, Alios. Confidential Information may be disclosed by a Party to (i) give the other those of its and its Affiliates’ or its Sublicensees’ directors, officers, employees, agents, consultants, Outside Contractors, and clinical investigators that such Party reasonable advance notice of and an opportunity reasonably determines have a need to comment on any such required disclosure, (ii) if requested by the other Party, use Commercially Reasonable Efforts to obtain protective orders or any available limitations on or exemptions from such disclosure requirement where applicable and practicable; (b) made know Information redacted pursuant to a patent office for confidential treatment request. An unredacted version of this exhibit has been separately filed with the Commission. such Confidential Information to achieve the purposes of filing or enforcing a Patent as permitted in this Agreement, ; provided, however, that reasonable measures such Party shall ensure that its and its Affiliates’ or Sublicensees’ directors, officers, employees, agents, consultants, Outside Contractors, and clinical investigators to whom disclosure is to be taken to assure confidential treatment of such informationmade are bound by confidentiality and non-use restrictions at least as restrictive as those set forth in this ARTICLE 10 (Confidentiality), and (ii) to the extent such protection disclosure is available; (c) made by AstraZeneca or its Affiliates, Distributors, Sublicensees or other sublicensees or by Ardelyx (as expressly authorized under this Agreement or as reasonably necessary in connection with submissions to conduct Ardelyx’s obligations under this Agreement) to a Regulatory Health any Governmental Authority for the purposes of any filing, application or request for Regulatory Approval for Licensed Compounds or Licensed Products as permitted in this Agreement; (d) made to investment bankers, financial advisors, actual or potential Third Party partners, investors, licensees, sublicensees or acquirers of all or substantially all of the assets to which this Agreement relates; (e) made by AstraZeneca or its Affiliates, Distributors, Sublicensees, in filing or other sublicensees to Third Parties as may be necessary or useful in connection with the Exploitation of the Licensed Compounds or Licensed Products as prosecuting patent applications contemplated by this Agreement, including subcontracting or sublicensing transactions in connection therewith or (f) made by Ardelyx to Third Parties as may be necessary or useful in connection with its performance of its obligations under this Agreement; provided that with respect to disclosures as per subsection (d), (e), (f), or in the following sentenceevent of any such disclosure of the Disclosing Party’s Confidential Information by the Receiving Party, the Receiving Party making such disclosures shall ensure that each Third Party recipient is bound by obligations of confidentiality no less restrictive than those contained in this Agreement and shall be liable will use its Reasonable Commercial Efforts to the other Party for any breach secure confidential treatment of such confidentiality obligations by the relevant recipient. In addition (but without prejudice to) the above provisions, each Party shall be entitled to disclose, under a binder of confidentiality containing provisions as protective as those of this Article 10, Confidential Information required to any Third Party for the purpose of carrying out activities authorized under this Agreement, including without limitation disclosures to Sublicensees or other sublicenseesbe disclosed.

Authorized Disclosure. Ardelyx may disclose Product Information and Except as expressly provided otherwise in the Transaction Agreements (or the Astellas Agreement), each Party may use and disclose Confidential Information of the other Parties as follows: (i) under appropriate confidentiality provisions substantially equivalent to those in this Agreement (except that the term of confidentiality may be shorter than the term of confidentiality herein, but in no event less than five (5) years after the termination of the agreement with the disclosee containing such confidentiality provisions): (A) in connection with the performance of its obligations or as reasonably necessary or useful in the exercise of its rights under the Transaction Agreements (or the Astellas Agreement), including the right to grant licenses or sublicenses or extension of the licenses and sublicenses to Affiliates and subcontractors as permitted hereunder or in the other than Product InformationTransaction Agreements (or the Astellas Agreement), and (B) to the extent that such disclosure is: (a) required by law, order, is reasonably necessary or regulation of a government agency useful in conducting activities under the 4 Program or a court of competent jurisdiction, or by the rules of a securities exchange, provided that the Party required to make such disclosure shall (i) give the other Party reasonable advance notice of and an opportunity to comment on any such required disclosure, Other Programs; (ii) if requested by to the other Party, use Commercially Reasonable Efforts to obtain protective orders or any available limitations on or exemptions from extent such disclosure requirement where is reasonably necessary in prosecuting or maintaining any patent or other Intellectual Property in accordance with the Transaction Agreements (or the Astellas Agreement), prosecuting or defending litigation related to the Transaction Agreements (or the Astellas Agreement), complying with applicable and practicablegovernmental regulations with respect to performance under the Transaction Agreements or the Astellas Agreement (including to comply with the applicable rules of any public stock exchange upon which the stock of such Party or its Affiliate is listed), making any regulatory filings, otherwise obtaining marketing approvals or fulfilling post-marketing approval obligations for products that are the subject a Transaction Agreement (or the Astellas Agreement), or otherwise required by applicable Legal Requirements; (b) made to a patent office for the purposes of filing or enforcing a Patent as permitted in this Agreement, provided, however, that if a Party is required by applicable Legal Requirements or court order to make any such disclosure of another Party’s Confidential Information such Party will, except where impracticable for necessary disclosures (for example, in the event of medical emergency), give reasonable measures shall be taken advance notice to assure such other Party of such disclosure requirement and, in each of the foregoing, (but not to the extent inappropriate in the case of prosecution and maintenance of patents), will use its reasonable efforts to seek confidential treatment of such informationConfidential Information required to be disclosed; (iii) in communication with advisors (including financial advisors, lawyers and accountants) or actual or bona fide potential investors or acquirers, or actual or bona fide potential licensees or sublicensees related to products that are the subject of the Transaction Agreements (or the Astellas Agreement), or approved or permitted contractors, service providers, vendors and the like used (or to be used) in connection with activities under any Transaction Agreement or the Astellas Agreement, each on a need to know basis, and in each case under standard confidentiality obligations (subject to the allowances for term of confidentiality provided in subsection (i) above), or (iv) to the extent such protection is available; (c) made mutually agreed to by AstraZeneca or its Affiliatesthe Parties. In addition to the foregoing, Distributors, Sublicensees or other sublicensees or by Ardelyx (as expressly authorized under this Agreement or as necessary with respect to conduct Ardelyx’s obligations under this Agreement) to a Regulatory Health Authority for complying with the purposes of any filing, application or request for Regulatory Approval for Licensed Compounds or Licensed Products as permitted in this Agreement; (d) made to investment bankers, financial advisors, actual or potential Third Party partners, investors, licensees, sublicensees or acquirers of all or substantially all disclosure requirements of the assets to which this Agreement relates; (e) made by AstraZeneca SEC or its Affiliatessimilar regulatory bodies or the rules of an applicable public stock exchange, Distributors, Sublicensees, or other sublicensees to Third Parties as may be necessary or useful in connection with the Exploitation any required disclosure of the Licensed Compounds or Licensed Products as contemplated by material information related to this Agreement, including subcontracting or sublicensing transactions in connection therewith or (f) made by Ardelyx the Parties shall consult with one another concerning the information to Third Parties as may be necessary or useful in connection with its performance of its obligations under this Agreement; provided that with respect to disclosures as per subsection (d), (e), (f), or the following sentence, the Party making such disclosures shall ensure that each Third Party recipient is bound by obligations of confidentiality no less restrictive than those contained in this Agreement and shall be liable to the other Party for any breach of such confidentiality obligations by the relevant recipient. In addition (but without prejudice to) the above provisions, each Party shall be entitled to disclose, under a binder of confidentiality containing provisions as protective as those of this Article 10, Confidential Information to any Third Party for the purpose of carrying out activities authorized under this Agreement, including without limitation disclosures to Sublicensees or other sublicenseesdisclosed where practicable.

Authorized Disclosure. Ardelyx may disclose Product Information and each Except as expressly provided otherwise in this Agreement, a Receiving Party may use and disclose Confidential Information of the Disclosing Party as follows: (other than Product Informationa) in connection with the performance of its obligations or exercise of rights granted or reserved in this Agreement (including the rights to Develop and Commercialize the Covered Products); or (b) to the extent that such disclosure is: (a) is reasonably necessary in filing or prosecuting patent, copyright, and trademark applications, prosecuting or defending litigation, complying with applicable governmental regulations, obtaining regulatory approval, conducting Clinical Trial Investigations, or otherwise Execution Copy required by law, order, or regulation of a government agency or a court of competent jurisdiction, or by the rules of a securities exchange, provided that the Party required to make such disclosure shall (i) give the other Party reasonable advance notice of and an opportunity to comment on any such required disclosure, (ii) if requested by the other Party, use Commercially Reasonable Efforts to obtain protective orders or any available limitations on or exemptions from such disclosure requirement where applicable and practicable; (b) made to a patent office for the purposes of filing or enforcing a Patent as permitted in this AgreementLaw, provided, however, that if a Receiving Party is required in litigation or by Law or regulation to make any such disclosure of a Disclosing Party’s Confidential Information it shall give reasonable measures advance notice to the Disclosing Party of such disclosure requirement and, except to the extent inappropriate in the case of patent applications, shall be taken use its reasonable efforts to assure secure confidential treatment of such information, Confidential Information required to be disclosed; or (c) to the extent such protection is available; (c) made mutually agreed to in writing by AstraZeneca or the Parties. In addition, a Receiving Party may disclose Confidential Information of the Disclosing Party to any of its AffiliatesAffiliates and Permitted Transferees, Distributors, Sublicensees or other sublicensees or by Ardelyx (as expressly authorized under this Agreement or as necessary to conduct Ardelyx’s obligations under this Agreement) to a Regulatory Health Authority for the purposes of any filing, application or request for Regulatory Approval for Licensed Compounds or Licensed Products as permitted in this Agreement; (d) made to investment bankers, financial advisors, actual or potential Third Party partners, investors, licensees, sublicensees or acquirers of all or substantially all of the assets to which this Agreement relates; (e) made by AstraZeneca or its Affiliates, Distributors, Sublicensees, or other sublicensees to Third Parties as may be necessary or useful appraisers in connection with the Exploitation appraisal of the Licensed Compounds or Licensed Products as contemplated by this Agreement, including subcontracting or sublicensing transactions in connection therewith or (f) made by Ardelyx to Third Parties as may be necessary or useful in connection with its performance of its obligations under this Agreement; provided that with respect to disclosures as per subsection (d), (e), (f), or the following sentence, the Party making such disclosures shall ensure that each Third Party recipient is bound by obligations of confidentiality no less restrictive than those contained in this Agreement and shall be liable to the other Party for any breach of such confidentiality obligations by the relevant recipient. In addition (but without prejudice to) the above provisions, each Party shall be entitled to disclose, under a binder of confidentiality containing provisions as protective as those of this Article 10, Confidential Information to any Third Party Company IP for the purpose of carrying out activities authorized under this Agreementcontributing such IP into the charter capital of NovaMedica, including without limitation disclosures or in connection with due diligence investigations by or on behalf of a Third Party in connection with a potential license, collaboration, investment, merger, or acquisition with or by such Third Party, and, in the case of Company, to Sublicensees Third Parties in connection with due diligence investigations by or on behalf of a Third Party in connection with a potential license, collaboration, investment or other sublicenseesfinancing, merger, or acquisition with or by such Third Party; provided, however, in each of the foregoing cases, that such Third Party or Affiliate reasonably needs to have access to such Confidential Information and agrees to be bound by reasonable terms of confidentiality and non-use at least as stringent as those set forth in this Article 8, to limit such disclosure to only personnel having a need to know such information, and to return or certify to the Receiving Party as to the destruction of such Confidential Information promptly after completing the due diligence investigation, negotiation, or transaction, as the case may be.

Authorized Disclosure. Ardelyx may disclose Product Information and Except as expressly provided otherwise in this Agreement, each Party may use and disclose Confidential Information of the other Party as follows: (other than a) under appropriate confidentiality provisions substantially equivalent to those in this Agreement, in connection with the performance of its obligations or exercise of rights granted or reserved by such Party in this Agreement (including, in the case of Celgene, the rights to develop and commercialize Collaboration Compounds, Collaboration Back-Up Compounds and Licensed Products; and in the case of Array, to develop and commercialize Development Compounds and Development Back-Up Compounds for which the Celgene Product InformationOption has expired or been terminated and Abandoned Products; and in the case of either Party, to grant sublicenses as expressly permitted hereunder) and complying with the terms of agreements with Third Parties; (b) to the extent that such disclosure is: is reasonably necessary in filing for, prosecuting or maintaining Patents, copyrights and trademarks (aincluding applications therefor), prosecuting or defending litigation, complying with applicable governmental regulations, obtaining and maintaining regulatory approvals (including Marketing Approvals), conducting preclinical or clinical trials, marketing Licensed Products (in the case of Celgene) or products containing Development Compounds or Development Back-Up Compounds for which the Celgene Product Option has expired or been terminated and/or Abandoned Products (in the case of Array), or as otherwise required by lawapplicable laws or court order (including securities laws, order, or regulation of a government agency or a court of competent jurisdiction, or by the rules of a securities exchange, provided that the Party required to make such disclosure shall (i) give the other Party reasonable advance notice of regulations and an opportunity to comment on any such required disclosure, (ii) if requested by the other Party, use Commercially Reasonable Efforts to obtain protective orders or any available limitations on or exemptions from such disclosure requirement where applicable and practicableguidances); (b) made to a patent office for the purposes of filing or enforcing a Patent as permitted in this Agreement, provided, however, that if a Party is required by law or regulation to make any such disclosure of the other Party’s Confidential Information such Party will, except where impracticable for necessary disclosures (for example in the event of medical emergency), give reasonable measures shall be taken advance notice to assure the other Party of such disclosure requirement and, except to the extent inappropriate in the case of Patent applications, will use commercially reasonable efforts to secure confidential treatment of such information, Confidential Information required to the extent such protection is availablebe disclosed; (c) made by AstraZeneca in communication with existing and potential investors, consultants, advisors (including financial advisors, lawyers and accountants) or its Affiliatesothers on a need-to-know basis, Distributors, Sublicensees or other sublicensees or by Ardelyx (as expressly authorized in each case under this Agreement or as necessary appropriate confidentiality provisions substantially similar to conduct Ardelyx’s obligations under this Agreement) to a Regulatory Health Authority for the purposes of any filing, application or request for Regulatory Approval for Licensed Compounds or Licensed Products as permitted those in this Agreement; or (d) made to investment bankers, financial advisors, actual or potential Third Party partners, investors, licensees, sublicensees or acquirers of all or substantially all of the assets to which this Agreement relates; (e) made by AstraZeneca or its Affiliates, Distributors, Sublicensees, or other sublicensees to Third Parties as may be necessary or useful in connection with the Exploitation of the Licensed Compounds or Licensed Products as contemplated by this Agreement, including subcontracting or sublicensing transactions in connection therewith or (f) made by Ardelyx to Third Parties as may be necessary or useful in connection with its performance of its obligations under this Agreement; provided that with respect to disclosures as per subsection (d), (e), (f), or the following sentence, the Party making such disclosures shall ensure that each Third Party recipient is bound by obligations of confidentiality no less restrictive than those contained in this Agreement and shall be liable to the other Party for any breach of such confidentiality obligations extent mutually agreed to by the relevant recipient. In addition (but without prejudice to) the above provisions, each Party shall be entitled to disclose, under a binder of confidentiality containing provisions as protective as those of this Article 10, Confidential Information to any Third Party for the purpose of carrying out activities authorized under this Agreement, including without limitation disclosures to Sublicensees or other sublicenseesParties.

Authorized Disclosure. Ardelyx may disclose Product Information and each Except as expressly provided otherwise in this Agreement, a Receiving Party may use and disclose Confidential Information of the Disclosing Party as follows: (other than Product Informationi) under appropriate confidentiality provisions similar to those in this Agreement, in connection with the performance of its obligations or exercise of rights granted or reserved in this Agreement (including the rights to commercialize Products and to grant licenses and sublicenses under the licenses granted herein); or (ii) to the extent that such disclosure is: (a) is reasonably necessary in filing or prosecuting patent, copyright and trademark applications, prosecuting or defending litigation, complying with applicable governmental regulations, obtaining regulatory approval, conducting pre-clinical activities or clinical trials, marketing Products, or otherwise required by law, order, or regulation of a government agency or a court of competent jurisdiction, or by the rules of a securities exchange, provided that the Party required to make such disclosure shall (i) give the other Party reasonable advance notice of and an opportunity to comment on any such required disclosure, (ii) if requested by the other Party, use Commercially Reasonable Efforts to obtain protective orders or any available limitations on or exemptions from such disclosure requirement where applicable and practicable; (b) made to a patent office for the purposes of filing or enforcing a Patent as permitted in this Agreement, provided, however, that if a Receiving Party is required by law or regulation, including securities laws and regulations, to make any such disclosure of a Disclosing Party’s Confidential Information it will, except where impracticable for necessary disclosures, for example in the event of medical emergency, give reasonable measures shall be taken advance notice to assure the Disclosing Party of such disclosure requirement and, except to the extent inappropriate in the case of patent applications, will use its reasonable efforts to secure confidential treatment of such informationConfidential Information required to be disclosed; or (iii) in communication with investors, consultants, advisors or others on a need to know basis, in each case under appropriate confidentiality provisions substantially equivalent to those of this Agreement; or (iv) to the extent mutually agreed to in writing by the Parties; provided, however, that, in each of the above situations, the Receiving Party shall remain responsible for any failure by any Person who receives the Confidential Information pursuant to this Section to treat such protection is available; (c) made by AstraZeneca or its Affiliates, Distributors, Sublicensees or other sublicensees or by Ardelyx (Confidential Information as expressly authorized under this Agreement or as necessary to conduct Ardelyx’s obligations required under this Agreement. For so long as this agreement remains in effect, the Parties agree that the Exon 51 Data transferred to Prosensa in accordance with Article III shall be deemed to be the Confidential Information of Prosensa (and Prosensa shall be deemed to be the Disclosing Party with respect to all such GSK Know-How under this Article V) and not the Confidential Information of GSK (and GSK shall be deemed to a Regulatory Health Authority for be the purposes of any filing, application Receiving Party with respect to all such GSK Know-How under Article V) and shall not be subject to 5.1(a) or request for Regulatory Approval for Licensed Compounds or Licensed Products as permitted in this Agreement; (d) made to investment bankers, financial advisors, actual or potential Third Party partners, investors, licensees, sublicensees or acquirers of all or substantially all of the assets to which this Agreement relates; (e) made by AstraZeneca or its Affiliates, Distributors, Sublicensees, or other sublicensees to Third Parties as may be necessary or useful in connection with the Exploitation of the Licensed Compounds or Licensed Products as contemplated by this Agreement, including subcontracting or sublicensing transactions in connection therewith or (f) made by Ardelyx to Third Parties as may be necessary or useful in connection with its performance of its obligations under this Agreement; provided that with respect to disclosures as per subsection (d), (e), (f), or GSK now becoming the following sentence, Receiving Party. Notwithstanding the Party making such disclosures shall ensure that each Third Party recipient is bound by obligations of confidentiality no less restrictive than those contained in this Agreement transfer and shall be liable to the other Party for any breach assignment of such confidentiality obligations by the relevant recipient. In addition (but without prejudice to) the above provisionsGSK Know-How to Prosensa, each Party shall be entitled to disclose, under a binder GSK may retain one copy of confidentiality containing provisions as protective as those of this Article 10, Confidential Information to any Third Party such Know-How with its legal counsel solely for the purpose of carrying out activities authorized under this Agreement, including without limitation disclosures to Sublicensees or other sublicenseeslegal archival purposes.

Authorized Disclosure. Ardelyx may disclose Product Information and Notwithstanding any other provision of this Agreement, each Party may disclose Confidential Information (belonging to the other than Product Information) Party to the extent that such disclosure isis reasonably necessary in the following instances: (a) required by law, order, filing or regulation of a government agency or a court of competent jurisdiction, or by the rules of a securities exchange, provided that the Party required prosecuting Patent Rights pursuant to make such disclosure shall (i) give the other Party reasonable advance notice of and an opportunity to comment on any such required disclosure, (ii) if requested by the other Party, use Commercially Reasonable Efforts to obtain protective orders or any available limitations on or exemptions from such disclosure requirement where applicable and practicableSection 5.1(c); (b) made to prosecuting or defending litigation against a patent office for Third Party; (c) complying with Applicable Law or the purposes rules or regulations of filing or enforcing a Patent as permitted any securities exchange on which such Party’s stock is listed; (d) disclosure, in connection with the performance of this Agreement, providedto Affiliates, howeverpermitted (sub)licensees, contractors, IRBs, contract research organizations, academic institutions, consultants, agents, investigators, and employees and contractors engaged by study sites and investigators involved with or potentially involved with the Combined Therapy Clinical Trial, each of whom prior to disclosure must be bound by terms of confidentiality and non-use at least as protective of Confidential Information as those set forth in this Article 7; (e) disclosure of the Combined Therapy Study Data, Combined Therapy Inventions and Combined Therapy Patent Rights to Regulatory Authorities in connection with the development of the Combined Therapy, the TPT Study Drug or the EQRx Study Drug; and (f) disclosure of relevant safety information contained within the Combined Therapy Study Data to investigators, IRBs or ethics committees and Regulatory Authorities that reasonable measures shall be taken are involved in other clinical trials of the TPT Study Drug with respect to assure TPT, and the EQRx Study Drug with respect to EQRx, and, in the event of a Material Safety Issue, to Third Parties that are collaborating with TPT or EQRx, respectively in the conduct of such other clinical trials of the TPT Study Drug or the EQRx Study Drug, in each case solely to the extent necessary for the conduct of such clinical trials or to comply with Applicable Law and regulatory requirements. Notwithstanding the foregoing, if a Party is required or otherwise intends to make a disclosure of any of the other Party’s Confidential Information pursuant to Section 7.3 (other than in connection with litigation between the Parties) or Section 7.3, it will give advance written notice to such other Party of such impending disclosure, to the extent legally permissible and reasonably practicable, and endeavor in good faith to secure confidential treatment of such information, to Confidential Information or reasonably assist the extent Party that owns such protection is available; (c) made by AstraZeneca or its Affiliates, Distributors, Sublicensees Confidential Information in seeking a protective order or other sublicensees or by Ardelyx (as expressly authorized under this Agreement or as necessary to conduct Ardelyx’s obligations under this Agreement) to a Regulatory Health Authority for the purposes of any filing, application or request for Regulatory Approval for Licensed Compounds or Licensed Products as permitted in this Agreement; (d) made to investment bankers, financial advisors, actual or potential Third Party partners, investors, licensees, sublicensees or acquirers of all or substantially all of the assets to which this Agreement relates; (e) made by AstraZeneca or its Affiliates, Distributors, Sublicensees, or other sublicensees to Third Parties as may be necessary or useful in connection with the Exploitation of the Licensed Compounds or Licensed Products as contemplated by this Agreement, including subcontracting or sublicensing transactions in connection therewith or (f) made by Ardelyx to Third Parties as may be necessary or useful in connection with its performance of its obligations under this Agreement; provided that with respect to disclosures as per subsection (d), (e), (f), or the following sentence, the Party making such disclosures shall ensure that each Third Party recipient is bound by obligations of confidentiality no less restrictive than those contained in this Agreement and shall be liable to the other Party for any breach of such confidentiality obligations by the relevant recipient. In addition (but without prejudice to) the above provisions, each Party shall be entitled to disclose, under a binder of confidentiality containing provisions as protective as those of this Article 10, Confidential Information to any Third Party for the purpose of carrying out activities authorized under this Agreement, including without limitation disclosures to Sublicensees or other sublicenseesconfidential treatment.

Authorized Disclosure. Ardelyx may disclose Product Information and Except as expressly provided otherwise in this Agreement, each Party may use and disclose Confidential Information of the other Party solely as follows: (other than Product Informationa) under appropriate confidentiality provisions substantially equivalent to those in this Agreement (but of shorter duration if customary): (i) in connection with the performance of its obligations or as [***] in the exercise of its rights under this Agreement, including the right to grant licenses or sublicenses as permitted hereunder, (ii) to the extent that such disclosure is: is [***] necessary or useful in conducting Clinical Trials under this Agreement; or (aiii) required by lawto actual or potential (sub)licensees, orderacquirers or assignees, collaborators, investment bankers, investors or regulation of a government agency or a court of competent jurisdictionlenders, or by the rules of a securities exchange, provided that the Party required to make such disclosure shall (i) give the other Party reasonable advance notice of and an opportunity to comment on any such required disclosure, (ii) if requested by the other Party, use Commercially Reasonable Efforts to obtain protective orders or any available limitations on or exemptions from such disclosure requirement where applicable and practicableor; (b) made to the extent such disclosure is to a patent office for the purposes of Governmental Authority as [***] in filing or enforcing a Patent as permitted prosecuting Patent, copyright or trademark applications in accordance with this Agreement, prosecuting or defending litigation related to this Agreement, or Exicure Licensed Technology, Licensed SNAs or Licensed Products as provided under Article 9, complying with applicable governmental regulations with respect to performance under this Agreement, obtaining Regulatory Approval or fulfilling post-approval regulatory obligations for the Licensed SNAs or Licensed Products, or otherwise required by Applicable Law; provided, however, that reasonable measures shall be taken if a Party is required by Applicable Law or the rules of any securities exchange or automated quotation system to assure make any such disclosure of the other Party’s Confidential Information it will, except where impracticable for necessary disclosures (for example, in the event of medical emergency), give [***] notice to the other Party of such disclosure requirement and, in each of the foregoing, will [***] secure confidential treatment of such information, Confidential Information required to the extent such protection be disclosed and will only disclose that Confidential Information that is availablerequired to be disclosed; (c) made by AstraZeneca to advisors (including lawyers and accountants) on a need to know basis, in each case under appropriate confidentiality provisions or its Affiliates, Distributors, Sublicensees or other sublicensees or by Ardelyx (as expressly authorized under this Agreement or as necessary professional standards of confidentiality substantially equivalent to conduct Ardelyx’s obligations under those of this Agreement) to a Regulatory Health Authority for the purposes of any filing, application or request for Regulatory Approval for Licensed Compounds or Licensed Products as permitted in this Agreement; (d) made to investment bankersthe extent mutually agreed to by the Parties. The Parties agree to issue a mutually agreed joint press release [***] after [***], financial advisorsin the form set forth in Exhibit C; thereafter, actual or potential Third Party partners, investors, licensees, sublicensees or acquirers of all or substantially all of the assets to which this Agreement relates; (e) made by AstraZeneca or its Affiliates, Distributors, Sublicensees, or other sublicensees Exicure and Ipsen may each disclose to Third Parties as the information contained in such press release without the need for further approval by the other. Each Party acknowledges and agrees that the other Party may be necessary or useful in connection with submit this Agreement to the Exploitation SEC if required by Applicable Law, and if a Party does submit this Agreement to the SEC, such Party agrees to [***]. If a Party is required by Applicable Law to make a disclosure of the Licensed Compounds or Licensed Products as contemplated by this Agreement, including subcontracting or sublicensing transactions in connection therewith or (f) made by Ardelyx to Third Parties as may be necessary or useful in connection with its performance terms of its obligations under this Agreement; provided that with respect to disclosures as per subsection (d), (e), (f), or the following sentence, the Party making such disclosures shall ensure that each Third Party recipient is bound by obligations of confidentiality no less restrictive than those contained in this Agreement in a filing with or other submission to the SEC, and shall be liable (x) such Party has provided copies of the disclosure to the other Party for any breach as far in advance of such confidentiality obligations by the relevant recipient. In addition (but without prejudice to) the above provisions, each Party shall be entitled to disclose, under a binder of confidentiality containing provisions as protective as those of this Article 10, Confidential Information to any Third Party for the purpose of carrying out activities authorized under this Agreement, including without limitation disclosures to Sublicensees filing or other sublicenseesdisclosure [***], (y) such Party has [***] notified the other Party in writing of such requirement and any respective timing constraints, and (z) such Party has given the other Party [***] to comment upon, request confidential treatment or approve such disclosure, then such Party will have the right to make such public disclosure at the time and in the manner [***] to be required by Applicable Law. Notwithstanding [***] - Certain portions of the exhibit have been omitted pursuant to Rule 601(b)(10) because it is both (i) not material to investors and (ii) information that the Company treats as private or confidential. EXECUTION VERSION anything to the contrary herein, it is hereby understood and agreed that if a Party seeks to make a disclosure to the SEC as set forth in this Section 12.2, and the other Party provides comments within the respective time periods or constraints specified herein or within the respective notice, the Party seeking to make such disclosure or its counsel, as the case may be, will [***]. Each Party will have the right to issue additional press releases or to make public disclosures with the prior written agreement of the other Party.

Authorized Disclosure. Ardelyx may disclose Product Information and each Except as expressly provided otherwise in this Agreement, a Receiving Party may disclose Confidential Information of the Disclosing Party as follows: (other than Product Informationa) to the extent that such disclosure is: (a) required by law, order, or regulation of a government agency or a court of competent jurisdiction, or by the rules of a securities exchange, provided that the Party required to make those of its employees, agents and representatives who reasonably need to know such disclosure shall Confidential Information in order to advise or assist the Receiving Party in connection with the performance of its obligations or exercise of its rights granted or reserved in this Agreement and under appropriate written (ior legal or ethical such as in the case of attorneys) give confidentiality and non-use obligations no less protective of the other Disclosing Party reasonable advance notice of and an opportunity to comment on any such required disclosure, (ii) if requested by the other Party, use Commercially Reasonable Efforts to obtain protective orders or any available limitations on or exemptions from such disclosure requirement where applicable and practicablethan those set forth in this Agreement; (b) made to a patent office for the purposes of filing or enforcing a Patent as permitted in this Agreement, required by applicable Law; provided, however, that if a Receiving Party is required by Law to make any such disclosure of a Disclosing Party’s Confidential Information it will, except where impracticable, give reasonable measures shall advance notice to the Disclosing Party of such disclosure requirement, limit disclosure to only the Confidential Information requested to be taken disclosed and, if requested by the Disclosing Party, cooperate with the Disclosing Party to assure secure confidential treatment of such information, Confidential Information required to the extent such protection is availablebe disclosed; (c) made by AstraZeneca in communication with existing or its Affiliatesbona fide prospective investors, Distributorslenders, Sublicensees professional advisors, acquirers, merger partners, subcontractors, licensees or other sublicensees Inbound Licensors on a need to know basis, in each case under appropriate written (or by Ardelyx (legal or ethical such as expressly authorized under this Agreement or as necessary in the case of attorneys) confidentiality and non-use obligations substantially equivalent to conduct Ardelyx’s obligations under those of this Agreement) , except that the term of such obligations may be shorter, and with respect to a Regulatory Health Authority for any disclosure to an Inbound Licensor under an Existing In-License Agreement, Neurocrine acknowledges that the purposes relevant Inbound Licensor is obligated to retain any information provided to it in confidence only as required pursuant to the terms of any filing, application or request for Regulatory Approval for Licensed Compounds or Licensed Products as permitted in this the applicable Existing In-License Agreement; (d) made to investment bankers, financial advisors, actual or potential Third Party partners, investors, licensees, sublicensees or acquirers of all or substantially all of the assets extent mutually agreed to which this Agreement relatesin writing by the Parties; (e) made by AstraZeneca or its Affiliates, Distributors, Sublicensees, or other sublicensees to Third Parties as may be necessary or useful a patent authority in connection with Prosecution and Maintenance, Defense Proceedings and enforcement of Patent Rights in accordance with Article 10; and (f) in the Exploitation case of the Licensed Compounds or Licensed Neurocrine as Receiving Party, in Regulatory Filings for Collaboration Products as contemplated by and, in each case under appropriate written confidentiality and non-use obligations substantially equivalent to those of this Agreement, including subcontracting or sublicensing transactions in connection therewith or (f) made by Ardelyx to Third Parties as may be necessary or useful Party contractors in connection with its performance Development, Manufacture and Commercialization of its Collaboration Products. The confidentiality and non-use obligations set forth under this Agreement; provided that with respect to disclosures as per subsection (d), (e), (f), Agreement shall survive the termination or the following sentence, the Party making such disclosures shall ensure that each Third Party recipient is bound by obligations expiration of confidentiality no less restrictive than those contained in this Agreement and shall be liable to the other Party for any breach a period of such confidentiality obligations by the relevant recipient. In addition (but without prejudice to) the above provisions, each Party shall be entitled to disclose, under a binder of confidentiality containing provisions as protective as those of this Article 10, Confidential Information to any Third Party for the purpose of carrying out activities authorized under this Agreement, including without limitation disclosures to Sublicensees or other sublicensees[...***...].

Authorized Disclosure. Ardelyx Except as expressly provided otherwise in this Agreement, a Receiving Party or its Affiliates may use and disclose Product Information and each Party may disclose to Third Parties Confidential Information of the Disclosing Party as follows: (other i) with respect to any such disclosure of Confidential Information, under confidentiality provisions no less restrictive than Product Informationthose in this Agreement, and solely in connection with the performance of its obligations or exercise of its rights granted or reserved in this Agreement (including, without limitation, the rights to Develop and Commercialize Licensed Compounds, Products, and/or Discontinued Products, and to grant licenses and sublicenses hereunder), provided, that Confidential Information may be disclosed by a Receiving Party to a governmental entity or agency without requiring such entity or agency to enter into a confidentiality agreement with such Receiving Party if such Receiving Party has used reasonable efforts to impose such requirement without success and disclosure to such governmental entity or agency is necessary for the performance of the Receiving Party’s obligations hereunder; (ii) to the extent such disclosure is reasonably necessary in filing or prosecuting patent, copyright and trademark applications (subject to Section 8.6 below), complying with applicable governmental regulations, obtaining Approvals, conducting clinical trials, marketing Products, or as otherwise required by applicable law, regulation, rule or legal process (including the rules of the SEC and any stock exchange); provided, however, that if a Receiving Party or any of its Affiliates is required by law or regulation to make any such disclosure of a Disclosing Party’s Confidential Information it will, except where impracticable for necessary disclosures, for example, but without limitation, in the event of a medical emergency, give reasonable advance notice to the Disclosing Party of such disclosure requirement and will use its reasonable efforts to secure confidential treatment of such Confidential Information required to be disclosed; (iii) in communication with actual or potential lenders, arm’s-length financial investors, merger partners, acquirers, consultants, or professional advisors on a need-to-know basis, in each case under confidentiality provisions no less restrictive than those of this Agreement; (iv) to the extent and only to the extent that such disclosure is: (a) required by law, order, or regulation of a government agency or a court of competent jurisdiction, or by the rules of a securities exchange, provided that the Party is required to make comply with existing expressly stated contractual obligations owed to such disclosure shall (i) give Party’s or its Affiliates’ licensor with respect to any intellectual property licensed to the other Party reasonable advance notice of and an opportunity to comment on any such required disclosure, (ii) if requested by the other Party, use Commercially Reasonable Efforts to obtain protective orders or any available limitations on or exemptions from such disclosure requirement where applicable and practicable; (b) made to a patent office for the purposes of filing or enforcing a Patent as permitted in this Agreement, provided, however, that reasonable measures shall be taken to assure confidential treatment of such information, to the extent such protection is available; (c) made by AstraZeneca or its Affiliates, Distributors, Sublicensees or other sublicensees or by Ardelyx (as expressly authorized under this Agreement or as necessary to conduct Ardelyx’s obligations under this Agreement) to a Regulatory Health Authority for the purposes of any filing, application or request for Regulatory Approval for Licensed Compounds or Licensed Products as permitted in this Agreement; (dv) made to investment bankers, financial advisors, actual prosecute or potential Third Party partners, investors, licensees, sublicensees or acquirers of all or substantially all of the assets to which this Agreement relates; (e) made by AstraZeneca or its Affiliates, Distributors, Sublicensees, or other sublicensees to Third Parties defend litigation as may be necessary or useful in connection with the Exploitation of the Licensed Compounds or Licensed Products as contemplated permitted by this Agreement, including subcontracting or sublicensing transactions in connection therewith ; or (fvi) made by Ardelyx to Third Parties as may be necessary or useful in connection with its performance of its obligations under this Agreement; provided that with respect to disclosures as per subsection (d), (e), (f), or the following sentence, the Party making such disclosures shall ensure that each Third Party recipient is bound by obligations of confidentiality no less restrictive than those contained in this Agreement and shall be liable to the other Party for any breach of such confidentiality obligations extent mutually agreed to in writing by the relevant recipient. In addition (but without prejudice to) the above provisions, each Party shall be entitled to disclose, under a binder of confidentiality containing provisions as protective as those of this Article 10, Confidential Information to any Third Party for the purpose of carrying out activities authorized under this Agreement, including without limitation disclosures to Sublicensees or other sublicenseesParties.

Authorized Disclosure. Ardelyx may disclose Product Information and Except as expressly provided otherwise in this Agreement, each Party may use and disclose Confidential Information of the other Party as follows: (other than a) under appropriate confidentiality provisions substantially equivalent to those in this Agreement, in connection with the performance of its obligations or exercise of rights granted or reserved by such Party in this Agreement (including, in the case of Celgene, the rights to develop and commercialize Collaboration Compounds, Collaboration Back-Up Compounds and Licensed Products; and in the case of Array, to develop and commercialize Development Compounds and Development Back-Up Compounds for which the Celgene Product InformationOption has expired or been terminated and Abandoned Products; and in the case of either Party, to grant sublicenses as expressly permitted hereunder) and complying with the terms of agreements with Third Parties; (b) to the extent that such disclosure is: is reasonably necessary in filing for, prosecuting or maintaining Patents, copyrights and trademarks (aincluding applications therefor), prosecuting or defending litigation, complying with applicable governmental regulations, obtaining and maintaining regulatory approvals (including Marketing Approvals), conducting preclinical or clinical trials, marketing Licensed Products (in the case of Celgene) or products containing Development Compounds or Development Back-Up Compounds for which the Celgene Product Option has expired or been terminated and/or Abandoned Products (in the case of Array), or as otherwise required by lawapplicable laws or court order (including securities laws, order, or regulation of a government agency or a court of competent jurisdiction, or by the rules of a securities exchange, provided that the Party required to make such disclosure shall (i) give the other Party reasonable advance notice of regulations and an opportunity to comment on any such required disclosure, (ii) if requested by the other Party, use Commercially Reasonable Efforts to obtain protective orders or any available limitations on or exemptions from such disclosure requirement where applicable and practicableguidances); (b) made to a patent office for the purposes of filing or enforcing a Patent as permitted in this Agreement, provided, however, that if a Party is required by law or regulation to make any such disclosure of the other Party’s Confidential Information such Party will, except where impracticable for necessary disclosures (for example in the event of medical emergency), give reasonable measures shall be taken advance notice to assure the other Party of such disclosure requirement and, except to the extent inappropriate in the case of Patent applications, will use commercially [ * ] = Certain confidential information contained in this document, marked by brackets, has been omitted and filed separately with the Securities and Exchange Commission pursuant to Rule 24b-2 of the Securities Exchange Act of 1934, as amended. reasonable efforts to secure confidential treatment of such information, Confidential Information required to the extent such protection is availablebe disclosed; (c) made by AstraZeneca in communication with existing and potential investors, consultants, advisors (including financial advisors, lawyers and accountants) or its Affiliatesothers on a need-to-know basis, Distributors, Sublicensees or other sublicensees or by Ardelyx (as expressly authorized in each case under this Agreement or as necessary appropriate confidentiality provisions substantially similar to conduct Ardelyx’s obligations under this Agreement) to a Regulatory Health Authority for the purposes of any filing, application or request for Regulatory Approval for Licensed Compounds or Licensed Products as permitted those in this Agreement; or (d) made to investment bankers, financial advisors, actual or potential Third Party partners, investors, licensees, sublicensees or acquirers of all or substantially all of the assets to which this Agreement relates; (e) made by AstraZeneca or its Affiliates, Distributors, Sublicensees, or other sublicensees to Third Parties as may be necessary or useful in connection with the Exploitation of the Licensed Compounds or Licensed Products as contemplated by this Agreement, including subcontracting or sublicensing transactions in connection therewith or (f) made by Ardelyx to Third Parties as may be necessary or useful in connection with its performance of its obligations under this Agreement; provided that with respect to disclosures as per subsection (d), (e), (f), or the following sentence, the Party making such disclosures shall ensure that each Third Party recipient is bound by obligations of confidentiality no less restrictive than those contained in this Agreement and shall be liable to the other Party for any breach of such confidentiality obligations extent mutually agreed to by the relevant recipient. In addition (but without prejudice to) the above provisions, each Party shall be entitled to disclose, under a binder of confidentiality containing provisions as protective as those of this Article 10, Confidential Information to any Third Party for the purpose of carrying out activities authorized under this Agreement, including without limitation disclosures to Sublicensees or other sublicenseesParties.

Authorized Disclosure. Ardelyx may disclose Product Information and each Except as expressly provided otherwise in this Agreement, a Receiving Party may disclose Confidential Information of the Disclosing Party as follows: (other than Product Informationa) to the extent that such disclosure is: (a) required by law, order, or regulation of a government agency or a court of competent jurisdiction, or by the rules of a securities exchange, provided that the Party required to make those of its Representatives who reasonably need to know such disclosure shall Confidential Information in order to advise or assist the Receiving Party in connection with the performance of its obligations or exercise of its rights granted or reserved in this Agreement and under appropriate written (ior legal or ethical such as in the case of attorneys) give confidentiality and non-use obligations no less protective of the other Disclosing Party reasonable advance notice of and an opportunity to comment on any such required disclosure, (ii) if requested by the other Party, use Commercially Reasonable Efforts to obtain protective orders or any available limitations on or exemptions from such disclosure requirement where applicable and practicablethan those set forth in this Agreement; (b) made to a patent office for the purposes of filing or enforcing a Patent as permitted in this Agreement, required by applicable Law; provided, however, that if a Receiving Party is required by Law to make any such disclosure of a Disclosing Party’s Confidential Information it will, except where impracticable, give reasonable measures shall advance notice to the Disclosing Party of such disclosure requirement, limit disclosure to only the Confidential Information requested to be taken disclosed and, if requested by the Disclosing Party, cooperate with the Disclosing Party to assure secure confidential treatment of such information, Confidential Information required to the extent such protection is availablebe disclosed; (c) made by AstraZeneca in communication with existing or its Affiliatesbona fide EXECUTION COPY CONFIDENTIAL 68 prospective investors, Distributorslenders, Sublicensees professional advisors, acquirers, merger partners, subcontractors, licensees, collaborators or other sublicensees Inbound Licensors on a need to know basis, in each case under appropriate written (or by Ardelyx (legal or ethical such as expressly authorized under this Agreement or as necessary in the case of attorneys) confidentiality and non-use obligations substantially equivalent to conduct Ardelyx’s obligations under those of this Agreement) , except that the term of such obligations may be shorter, and with respect to a Regulatory Health Authority for any disclosure to an Inbound Licensor under an Existing In-License Agreement, Neurocrine acknowledges that the purposes relevant Inbound Licensor is obligated to retain any information provided to it in confidence only as required pursuant to the terms of any filing, application or request for Regulatory Approval for Licensed Compounds or Licensed Products as permitted in this the applicable Existing In-License Agreement; (d) made to investment bankers, financial advisors, actual or potential Third Party partners, investors, licensees, sublicensees or acquirers of all or substantially all of the assets extent mutually agreed to which this Agreement relatesin writing by the Parties; (e) made by AstraZeneca or its Affiliates, Distributors, Sublicensees, or other sublicensees to Third Parties as may be necessary or useful a patent authority in connection with Prosecution and Maintenance, Defense Proceedings and enforcement of Patent Rights in accordance with ARTICLE 10; and (f) in the Exploitation case of the Licensed Compounds or Licensed Neurocrine as Receiving Party, in Regulatory Filings for Products as contemplated by and, in each case under appropriate written confidentiality and non-use obligations substantially equivalent to those of this Agreement, including subcontracting or sublicensing transactions in connection therewith or (f) made by Ardelyx to Third Parties as may be necessary or useful Third-Party contractors in connection with its performance Development, Manufacture and Commercialization of its Collaboration Candidates and Products. The confidentiality and non- use obligations set forth under this Agreement; provided that with respect to disclosures as per subsection (d), (e), (f), Agreement shall survive the termination or the following sentence, the Party making such disclosures shall ensure that each Third Party recipient is bound by obligations expiration of confidentiality no less restrictive than those contained in this Agreement and shall be liable to the other Party for any breach a period of such confidentiality obligations by the relevant recipient[**]. In addition (but without prejudice to) the above provisions, each Party shall be entitled to disclose, under a binder of confidentiality containing provisions as protective as those of this Article 10, Confidential Information to any Third Party for the purpose of carrying out activities authorized under this Agreement, including without limitation disclosures to Sublicensees or other sublicensees.11.3

Authorized Disclosure. Ardelyx may disclose Product Information and Except as expressly provided otherwise in this Agreement, each Party may use and disclose Confidential Information of the other Party solely as follows: (other than Product Informationa) under appropriate confidentiality provisions substantially equivalent to those in this Agreement: (i) in connection with the performance of its obligations or as reasonably necessary or useful in the exercise of its rights under this Agreement, including the right to grant licenses or sublicenses as permitted hereunder, (ii) to the extent that such disclosure is: is reasonably necessary or useful in conducting Clinical Studies under this Agreement; or (aiii) to actual or potential (sub)licensees, acquirers or assignees, collaborators, investment bankers, investors or lenders, or; (b) to the extent such disclosure is to a Government Authority as reasonably necessary in filing or prosecuting patent right, copyright and trademark applications in accordance with this Agreement, prosecuting or defending litigation related to this Agreement, complying with applicable governmental regulations with respect to performance under this Agreement, obtaining regulatory approval or fulfilling post‑approval regulatory obligations for the Licensed Compounds or Licensed Products, or otherwise required by lawLaw; provided, orderhowever, that if a Party is required by Law or regulation of a government agency or a court of competent jurisdiction, or by the rules of any securities exchange or automated quotation system to make any such disclosure of the other Party’s Confidential Information it will, except where Portions herein identified by [ * ] have been omitted pursuant to a securities exchangerequest for confidential treatment under Rule 24b-2 of the Securities Exchange Act of 1934, provided as amended. A complete copy of this document has been filed separately with the Securities and Exchange Commission. impracticable for necessary disclosures (for example, in the event of medical emergency), give reasonable advance notice to the other Party of such disclosure requirement and, in each of the foregoing, will use its reasonable efforts to secure confidential treatment of such Confidential Information required to be disclosed; (c) to advisors (including lawyers and accountants) on a need to know basis, in each case under appropriate confidentiality provisions or professional standards of confidentiality substantially equivalent to those of this Agreement, or (d) to the extent mutually agreed to by the Parties. Notwithstanding the foregoing, the Parties will agree upon and release a mutual press release to announce the execution of this Agreement in the form attached hereto as Exhibit A for use in responding to inquiries about the Agreement; thereafter, Eagle and Cephalon may each disclose to Third Parties the information contained in such press release without the need for further approval by the other. Each Party acknowledges and agrees that the other Party may submit this Agreement to the Securities and Exchange Commission (“SEC”) and if a Party does submit this Agreement to the SEC, such Party agrees to consult with the other Party with respect to the preparation and submission of, a confidential treatment request for this Agreement. If a Party is required by Law to make a disclosure of the terms of this Agreement in a filing with or other submission to the SEC, and (i) such Party has provided copies of the disclosure to the other Party as far in advance of such filing or other disclosure as is reasonably practicable under the circumstances, (ii) such Party has promptly notified the other Party in writing of such requirement and any respective timing constraints, and (iii) such Party has given the other Party a reasonable time under the circumstances from the date of notice by such Party of the required disclosure to comment upon, request confidential treatment or approve such disclosure, then such Party will have the right to make such public disclosure at the time and in the manner reasonably determined by its counsel to be required by Law. Notwithstanding anything to the contrary herein, it is hereby understood and agreed that if a Party seeking to make a disclosure to the SEC as set forth in this Section 11.2, and the other Party provides comments within the respective time periods or constraints specified herein or within the respective notice, the Party seeking to make such disclosure shall or its counsel, as the case may be, will in good faith (iA) give consider incorporating such comments and (B) use reasonable efforts to incorporate such comments, limit disclosure or obtain confidential treatment to the other Party reasonable advance notice of and an opportunity to comment on any such required disclosure, (ii) if extent reasonably requested by the other Party, use Commercially Reasonable Efforts . Each Party will have the right to obtain protective orders issue additional press releases or any available limitations on or exemptions from such disclosure requirement where applicable and practicable; (b) made to a patent office for make public disclosures with the purposes of filing or enforcing a Patent as permitted in this Agreement, provided, however, that reasonable measures shall be taken to assure confidential treatment of such information, to the extent such protection is available; (c) made by AstraZeneca or its Affiliates, Distributors, Sublicensees or other sublicensees or by Ardelyx (as expressly authorized under this Agreement or as necessary to conduct Ardelyx’s obligations under this Agreement) to a Regulatory Health Authority for the purposes of any filing, application or request for Regulatory Approval for Licensed Compounds or Licensed Products as permitted in this Agreement; (d) made to investment bankers, financial advisors, actual or potential Third Party partners, investors, licensees, sublicensees or acquirers of all or substantially all prior written agreement of the assets to which this Agreement relates; (e) made by AstraZeneca or its Affiliates, Distributors, Sublicensees, or other sublicensees to Third Parties as may be necessary or useful in connection with the Exploitation of the Licensed Compounds or Licensed Products as contemplated by this Agreement, including subcontracting or sublicensing transactions in connection therewith or (f) made by Ardelyx to Third Parties as may be necessary or useful in connection with its performance of its obligations under this Agreement; provided that with respect to disclosures as per subsection (d), (e), (f), or the following sentence, the Party making such disclosures shall ensure that each Third Party recipient is bound by obligations of confidentiality no less restrictive than those contained in this Agreement and shall be liable to the other Party for any breach of such confidentiality obligations by the relevant recipient. In addition (but without prejudice to) the above provisions, each Party shall be entitled to disclose, under a binder of confidentiality containing provisions as protective as those of this Article 10, Confidential Information to any Third Party for the purpose of carrying out activities authorized under this Agreement, including without limitation disclosures to Sublicensees or other sublicenseesParty.

Authorized Disclosure. Ardelyx Except as expressly provided otherwise in this Agreement, including but not limited to the restrictions set forth in Section 2.5 above, a Receiving Party may use and disclose Product Confidential Information of the Disclosing Party as follows: (a) in connection with the performance of its obligations or exercise of rights granted or reserved in this Agreement (including the rights to Develop and Commercialize the Covered Products); or (b) to the extent such disclosure is reasonably necessary in filing or prosecuting patent, copyright and trademark applications, prosecuting or defending litigation, complying with applicable governmental regulations, obtaining regulatory approval, conducting Clinical Trials, Developing and/or Commercializing Covered Products, or otherwise required by Law; provided, however, that if a Receiving Party is required in litigation or by Law or regulation to make any such disclosure of a Disclosing Party’s Confidential Information it shall give reasonable advance notice to the Disclosing Party of such disclosure requirement and, except to the extent inappropriate in the case of patent applications, shall use its reasonable efforts to secure confidential treatment of such Confidential Information required to be disclosed; or (c) to the extent mutually agreed to in writing by the Parties; provided, however, that, in each of the above situations, the Receiving Party shall remain responsible for any failure by any Person who receives the Confidential Information from the Receiving Party pursuant to this Section 8.2 to treat such Confidential Information as required under this Section 8.2. In addition, a Receiving Party may disclose Confidential Information (other than Product Information) of the Disclosing Party to the extent that such disclosure is: (a) required by law, order, or regulation of a government agency or a court of competent jurisdiction, or by the rules of a securities exchange, provided that the Party required to make such disclosure shall (i) give the other any of its Affiliates and Permitted Transferees, or in connection with due diligence investigations by or on behalf of a Third Party reasonable advance notice of in connection with a potential license, collaboration, investment, merger, or acquisition with or by such Third Party, and an opportunity to comment on any such required disclosure, (ii) if requested in the case of Company, to Third Parties in connection with due diligence investigations by the or on behalf of a Third Party in connection with a potential license, collaboration, investment or other financing, merger, or acquisition with or by such Third Party, provided in each of the foregoing cases that such Third Party that reasonably needs to have access to such Confidential Information agrees to be bound by reasonable terms of confidentiality and non-use Commercially Reasonable Efforts at least as stringent as those set forth in this Article 8, to obtain protective orders or any available limitations on or exemptions from limit such disclosure requirement where applicable and practicable; (b) made to only personnel having a patent office for the purposes of filing or enforcing a Patent as permitted in this Agreement, provided, however, that reasonable measures shall be taken need to assure confidential treatment of know such information, and to return or certify to the extent Receiving Party as to the destruction of such protection is available; (c) made by AstraZeneca or its AffiliatesConfidential Information promptly after completing the due diligence investigation, Distributors, Sublicensees or other sublicensees or by Ardelyx (as expressly authorized under this Agreement or as necessary to conduct Ardelyx’s obligations under this Agreement) to a Regulatory Health Authority for the purposes of any filing, application or request for Regulatory Approval for Licensed Compounds or Licensed Products as permitted in this Agreement; (d) made to investment bankers, financial advisors, actual or potential Third Party partners, investors, licensees, sublicensees or acquirers of all or substantially all of the assets to which this Agreement relates; (e) made by AstraZeneca or its Affiliates, Distributors, Sublicenseesnegotiation, or other sublicensees to Third Parties transaction, as the case may be necessary or useful in connection with the Exploitation of the Licensed Compounds or Licensed Products as contemplated by this Agreement, including subcontracting or sublicensing transactions in connection therewith or (f) made by Ardelyx to Third Parties as may be necessary or useful in connection with its performance of its obligations under this Agreement; provided that with respect to disclosures as per subsection (d), (e), (f), or the following sentence, the Party making such disclosures shall ensure that each Third Party recipient is bound by obligations of confidentiality no less restrictive than those contained in this Agreement and shall be liable to the other Party for any breach of such confidentiality obligations by the relevant recipient. In addition (but without prejudice to) the above provisions, each Party shall be entitled to disclose, under a binder of confidentiality containing provisions as protective as those of this Article 10, Confidential Information to any Third Party for the purpose of carrying out activities authorized under this Agreement, including without limitation disclosures to Sublicensees or other sublicenseesbe.

Authorized Disclosure. Ardelyx may disclose Product Information and Except as expressly provided otherwise in this Agreement, each Party may use and disclose Confidential Information of the other Party as follows: (other i) under appropriate confidentiality provisions substantially equivalent to those in this Agreement (except that the term of confidentiality may be shorter than Product Informationthe term of confidentiality herein, but in no event less than five (5) years after the termination of the agreement with the disclosee containing such confidentiality provisions) in connection with the performance of its obligations or as reasonably necessary or useful in the exercise of its rights under this Agreement, including the right to grant licenses or sublicenses or extension of the licenses and sublicenses to Affiliates and subcontractors as permitted hereunder; (ii) to the extent that such disclosure is: is reasonably necessary in Prosecuting or Maintaining any Patent or other intellectual property right in accordance with this Agreement, prosecuting or defending litigation related to this Agreement, complying with applicable governmental regulations with respect to performance under this Agreement (a) including to comply with the applicable rules of any public stock exchange upon which the stock of such Party or its Affiliate is listed), or otherwise required by law, order, or regulation of a government agency or a court of competent jurisdiction, or by the rules of a securities exchange, provided that the Party required to make such disclosure shall (i) give the other Party reasonable advance notice of and an opportunity to comment on any such required disclosure, (ii) if requested by the other Party, use Commercially Reasonable Efforts to obtain protective orders or any available limitations on or exemptions from such disclosure requirement where applicable and practicable; (b) made to a patent office for the purposes of filing or enforcing a Patent as permitted in this AgreementLaw, provided, however, that if a Party is required by Law or court order to make any such disclosure of the other Party’s Confidential Information it will, except where impracticable for necessary disclosures (for example, in the event of medical emergency), give reasonable measures shall be taken advance notice to assure the other Party of such disclosure requirement and, in each of the foregoing, (but not to the extent inappropriate in the case of Prosecution and Maintenance of Patents), will use its reasonable efforts to seek confidential treatment of such information, Confidential Information required to the extent such protection is availablebe disclosed; (ciii) made by AstraZeneca or its Affiliates, Distributors, Sublicensees or other sublicensees or by Ardelyx in communication with advisors (as expressly authorized under this Agreement or as necessary to conduct Ardelyx’s obligations under this Agreement) to a Regulatory Health Authority for the purposes of any filing, application or request for Regulatory Approval for Licensed Compounds or Licensed Products as permitted in this Agreement; (d) made to investment bankers, including financial advisors, lawyers and accountants) or actual or bona fide potential Third Party partners, investors, licensees, sublicensees investors or acquirers of all or substantially all of the assets to which this Agreement relates; (e) made by AstraZeneca or its Affiliates, Distributors, Sublicenseesacquirers, or other actual or bona fide potential licensees or sublicensees related to Third Parties as may Other Products, or approved or permitted contractors, service providers, vendors and the like used (or to be necessary or useful used) in connection with activities hereunder, each on a need to know basis, and in each case under standard confidentiality obligations (subject to the Exploitation allowances for term of the Licensed Compounds or Licensed Products as contemplated by this Agreementconfidentiality provided in subsection (i) above, including subcontracting or sublicensing transactions in connection therewith or (f) made by Ardelyx to Third Parties as may be necessary or useful in connection with its performance of its obligations under this Agreement; provided that except with respect to disclosures as per subsection (d), (e), (f), to actual or bona fide potential investors and acquirers receiving any technical data related to Other Compounds or Other Products that is Confidential Information of the following sentence, the other Party making such disclosures shall ensure that each Third Party recipient is bound by be subject to obligations of confidentiality no less restrictive than those contained in this Agreement and shall be liable for a period of at least five (5) years after such disclosure, or (iv) to the other Party for any breach of such confidentiality obligations extent mutually agreed to by the relevant recipientParties. In addition (but without prejudice to) to the above provisionsforegoing, each Party shall be entitled with respect to disclosecomplying with the disclosure requirements of the SEC or similar regulatory bodies or the rules of an applicable public stock exchange, under a binder in connection with any required disclosure of confidentiality containing provisions as protective as those of this Article 10, Confidential Information material information related to any Third Party for the purpose of carrying out activities authorized under this Agreement, including without limitation disclosures the Parties shall consult with one another concerning the information to Sublicensees or other sublicenseesbe disclosed where practicable.

Authorized Disclosure. Ardelyx may disclose Product Information and Except as expressly provided otherwise in this Agreement, each Party may use and disclose Confidential Information of the other Party as follows: (other i) under appropriate confidentiality provisions substantially equivalent to those in this Agreement (except that the term of confidentiality may be shorter than Product Informationthe term of confidentiality herein, but in no event less than [****] years after the termination of the agreement with the disclosee containing such confidentiality provisions): (A) in connection with the performance of its obligations or as reasonably necessary or useful in the exercise of its rights under this Agreement, including the right to grant licenses or sublicenses or extension of the licenses and sublicenses to Affiliates and subcontractors as permitted hereunder, (B) to the extent that such disclosure is: is reasonably necessary or useful in conducting activities under the Plans (aincluding the plans for Exclusive Indications in the Territory and the plans for Co-Development indications in the ROW for Development and in the Territory outside the Co-Promotion Countries for Commercialization) required by law, order(C) in complying with the terms of agreements with Third Parties existing as of the Effective Date, or regulation of a government agency or a court of competent jurisdiction, or by the rules of a securities exchange, provided that the thereafter pursuant to which such Party required first obtains rights to make such disclosure shall Party’s Licensed Technology which is (i) give sub)licensed to the other Party reasonable advance notice hereunder (provided that, Exhibit 11.2 sets forth the Third Party and corresponding agreement pursuant to which any disclosure of and an opportunity to comment on any such the other Party’s Confidential Information is required disclosure, that is in effect as of the Effective Date); (ii) if requested by to the other Party, use Commercially Reasonable Efforts to obtain protective orders or any available limitations on or exemptions from extent such disclosure requirement where applicable and practicable; (b) made to a patent office for the purposes of filing is reasonably necessary in Prosecuting or enforcing a Maintaining any Patent as permitted or other intellectual property right in accordance with this Agreement, prosecuting or defending litigation related to this Agreement, complying with applicable governmental regulations with respect to performance under this Agreement (including to comply with the applicable rules of any public stock exchange upon which the stock of such Party or its Affiliate is listed), making any Regulatory Filings, otherwise obtaining Marketing Approvals or fulfilling post-Marketing Approval obligations for Products, or otherwise required by Law, provided, however, that if a Party is required by Law or court order to make any such disclosure of the other Party’s Confidential Information it will, except where impracticable for necessary disclosures (for example, in the event of medical emergency), give reasonable measures shall be taken advance notice to assure the other Party of such disclosure requirement and, in each of the foregoing, (but not to the extent inappropriate in the case of Prosecution and Maintenance of Patents), will use its reasonable efforts to seek confidential treatment of such information, Confidential Information required to the extent such protection is availablebe disclosed; (ciii) made by AstraZeneca or its Affiliates, Distributors, Sublicensees or other sublicensees or by Ardelyx in communication with advisors (as expressly authorized under this Agreement or as necessary to conduct Ardelyx’s obligations under this Agreement) to a Regulatory Health Authority for the purposes of any filing, application or request for Regulatory Approval for Licensed Compounds or Licensed Products as permitted in this Agreement; (d) made to investment bankers, including financial advisors, lawyers and accountants) or actual or bona fide potential Third Party partners, investors, licensees, sublicensees investors or acquirers of all or substantially all of the assets to which this Agreement relates; (e) made by AstraZeneca or its Affiliates, Distributors, Sublicenseesacquirers, or other actual or bona fide potential licensees or sublicensees related to Third Parties as may Products, or approved or permitted contractors, service providers, vendors and the like used (or to be necessary or useful used) in connection with activities hereunder, each on a need to know basis, and in each case under standard confidentiality obligations (subject to the Exploitation allowances for term of the Licensed Compounds or Licensed Products as contemplated by this Agreementconfidentiality provided in subsection (i) above, including subcontracting or sublicensing transactions in connection therewith or (f) made by Ardelyx to Third Parties as may be necessary or useful in connection with its performance of its obligations under this Agreement; provided that except with respect to disclosures to actual or bona fide potential investors and acquirers receiving any technical data related to Compounds or Products that is Confidential Information of the other Party shall be subject to obligations of confidentiality for a period of at least [****] years after such disclosure, provided that if, at the time of disclosure to a potential acquirer, such potential acquirer has active programs (“Walled-Off Programs”) that would be “Competing Activities” as per subsection defined in Section 7.1 if they were conducted by the Party potentially to be acquired * Certain information on this page has been omitted and filed separately with the Securities and Exchange Commission. Confidential treatment has been requested with respect to the omitted portions. (dthe “Target”), then the Target shall contractually obligate such potential acquirer to keep all technical data related to Compounds or Products that is Confidential Information of the non-Target Party separate from Walled-Off Programs to prevent receipt or use thereof in the Walled-Off Programs for the longer of (e)x) [****] years after permanent cessation of discussions regarding such acquisition, or (fy) the term of this Agreement in the event the Target is acquired by or merged with the potential acquirer), or the following sentence, the Party making such disclosures shall ensure that each Third Party recipient is bound by obligations of confidentiality no less restrictive than those contained in this Agreement and shall be liable (iv) to the other Party for any breach of such confidentiality obligations extent mutually agreed to by the relevant recipientParties. In addition (but without prejudice to) to the above provisionsforegoing, each Party shall be entitled with respect to disclosecomplying with the disclosure requirements of the SEC or similar regulatory bodies or the rules of an applicable public stock exchange, under a binder in connection with any required disclosure of confidentiality containing provisions as protective as those of this Article 10, Confidential Information material information related to any Third Party for the purpose of carrying out activities authorized under this Agreement, including without limitation disclosures the Parties shall consult with one another concerning the information to Sublicensees or other sublicenseesbe disclosed where practicable.

Authorized Disclosure. Ardelyx may disclose Product Information and Except as expressly provided otherwise in this Agreement, each Party may use and disclose Confidential Information of the other Party solely as follows: (other than Product Informationa) under appropriate confidentiality provisions substantially equivalent to those in this Agreement (but of shorter duration, if customary): (i) in connection with the performance of its obligations or as reasonably necessary or useful in the exercise of its rights under this Agreement, including the right to grant licenses or sublicenses as permitted hereunder, (ii) to the extent that such disclosure is: is reasonably necessary or useful in conducting Clinical Trials under this Agreement; or (aiii) required by lawto actual or potential (sub)licensees, orderacquirers or assignees, collaborators, investment bankers, investors or regulation of a government agency or a court of competent jurisdictionlenders, or by the rules of a securities exchange, provided that the Party required to make such disclosure shall (i) give the other Party reasonable advance notice of and an opportunity to comment on any such required disclosure, (ii) if requested by the other Party, use Commercially Reasonable Efforts to obtain protective orders or any available limitations on or exemptions from such disclosure requirement where applicable and practicableor; (b) made to a patent office for the purposes of filing or enforcing a Patent as permitted in this Agreement, provided, however, that reasonable measures shall be taken to assure confidential treatment of such information, to the extent such protection disclosure is available; (c) made by AstraZeneca to a Governmental Authority as reasonably necessary in filing or its Affiliatesprosecuting Patent, Distributors, Sublicensees or other sublicensees or by Ardelyx (as expressly authorized under this Agreement or as necessary to conduct Ardelyx’s obligations under copyright and trademark applications in accordance with this Agreement) , prosecuting or defending litigation related to a Regulatory Health Authority for the purposes of any filingthis Agreement, application or request for obtaining Regulatory Approval or fulfilling post-approval regulatory obligations for Licensed Compounds or Licensed Products as permitted in this Agreement; (d) made to investment bankers, financial advisors, actual or potential Third Party partners, investors, licensees, sublicensees or acquirers of all or substantially all of the assets to which this Agreement relates; (e) made by AstraZeneca or its Affiliates, Distributors, Sublicensees, or other sublicensees to Third Parties as may be necessary or useful in connection with the Exploitation of the Licensed Compounds or Licensed Products as contemplated in its respective Territory, or otherwise required by this Agreementapplicable Law; provided, including subcontracting however, that if a Party is required by applicable Law or sublicensing transactions the rules of any securities exchange or automated quotation system to make any such disclosure of the other Party’s Confidential Information it will, except where impracticable for necessary disclosures (for example, in connection therewith or (f) made by Ardelyx to Third Parties as may be necessary or useful in connection with its performance the event of its obligations under this Agreement; provided that with respect to disclosures as per subsection (dmedical emergency), give reasonable advance notice to the other Party of such disclosure requirement and, in each of the foregoing, will use its reasonable efforts to secure confidential treatment of such Confidential Information required to be disclosed and will only disclose that Confidential Information that is required to be disclosed; (e)c) to advisors (including lawyers and accountants) on a need to know basis, (f), in each case under appropriate confidentiality provisions or the following sentence, the Party making such disclosures shall ensure that each Third Party recipient is bound by obligations professional standards of confidentiality no less restrictive than those contained set forth in this Agreement and Agreement, or (d) to the extent mutually agreed to by the Parties in writing. For clarity, neither Party shall be liable permitted to release a press release announcing the execution of this Agreement without the written consent of the other Party. Each Party acknowledges and agrees that the other Party may submit this Agreement to the U.S. Securities and Exchange Commission or an equivalent authority governing such Party (“SEC”) and if a Party does submit this Agreement to the SEC, such Party agrees to consult with the other Party with respect to the preparation and submission of, a confidential treatment request for this Agreement. If a Party is required by applicable Law to make a disclosure of the terms of this Agreement in a filing with or other submission to the SEC, and (A) such Party has provided copies of the disclosure to the other Party for any breach as far in advance of such confidentiality obligations filing or other disclosure as is reasonably practicable under the circumstances, (B) such Party has promptly notified the other Party in writing of such requirement and any respective timing constraints, and (C) such Party has given the other Party a reasonable time under the circumstances from the date of notice by such Party of the required disclosure to comment upon, request confidential treatment or approve such disclosure, then such Party will have the right to make such public disclosure at the time and in the manner reasonably determined by its counsel to be required by applicable Law. Notwithstanding anything to the contrary herein, it is hereby understood and agreed that if a Party seeking to make a disclosure to the U.S. Securities and Exchange Commission as set forth in this Section 13.2, and the other Party provides comments within the respective time periods or constraints specified herein or within the respective notice, the Party seeking to make such disclosure or its counsel, as the case may be, will in good faith (1) consider incorporating such comments and (2) use reasonable efforts to incorporate such comments, limit disclosure or obtain confidential treatment to the extent reasonably requested by the relevant recipient. In addition (but without prejudice to) the above provisions, each Party shall be entitled to disclose, under a binder of confidentiality containing provisions as protective as those of this Article 10, Confidential Information to any Third Party for the purpose of carrying out activities authorized under this Agreement, including without limitation disclosures to Sublicensees or other sublicenseesParty.

Authorized Disclosure. Ardelyx may disclose Product Information and each Except as expressly provided otherwise in this Agreement, a Receiving Party may use and disclose Confidential Information of the Disclosing Party as follows: (i) to its employees, consultants, Affiliates, subcontractors or other than Third Parties, under written confidentiality obligations at least as restrictive as those in this Agreement, in connection with the performance of its obligations or exercise of rights granted or reserved pursuant to this Agreement (including, without limitation, the rights to conduct the Research Programs, Early Development Programs and Targacept Post-Exercise Activities, Develop Product InformationCandidates, Refused Candidates or Returned Licensed Products, commercialize Products and to grant licenses and sublicenses hereunder); (ii) to the extent that such disclosure is: is reasonably necessary in filing or prosecuting patent, copyright and trademark applications, prosecuting or defending litigation, complying with applicable rules and regulations of regulatory authorities (a) including, without limitation, stock exchange rule or listing requirements), obtaining Regulatory Approvals, conducting preclinical activities or clinical trials, marketing Products, or otherwise required by law; provided, orderhowever, that if a Receiving Party is required by law or regulation to make any disclosure of a government agency or a court Disclosing Party’s Confidential Information it will, except where impracticable (by way of competent jurisdictionexample only, or by in the rules event of a securities exchangemedical emergency), provided that the Party required to make such disclosure shall (i) give the other Party reasonable advance notice to the Disclosing Party of such disclosure requirement and an opportunity to comment on any such required disclosure, (ii) if requested by take into account such comments in good faith and, except to the other extent inappropriate in the case of patent applications, cooperate in reasonable respects with the Disclosing Party, use Commercially Reasonable Efforts ’s efforts to obtain protective orders or any available limitations on or exemptions from such disclosure requirement where applicable and practicable; (b) made to a patent office for the purposes of filing or enforcing a Patent as permitted in this Agreement, provided, however, that reasonable measures shall be taken to assure secure confidential treatment of such informationConfidential Information required to be disclosed; (iii) in communication with actual or potential investors, consultants, professional advisors, bankers, acquirors, acquirees or merger partners on a need to know basis, in each case under appropriate confidentiality provisions substantially equivalent to those of this Agreement; or (iv) to the extent such protection is available; (c) made mutually agreed in writing by AstraZeneca or its Affiliates, Distributors, Sublicensees or other sublicensees or by Ardelyx (as expressly authorized under this Agreement or as necessary to conduct Ardelyx’s obligations under this Agreement) to a Regulatory Health Authority for the purposes of any filing, application or request for Regulatory Approval for Licensed Compounds or Licensed Products as permitted in this Agreement; (d) made to investment bankers, financial advisors, actual or potential Third Party partners, investors, licensees, sublicensees or acquirers of all or substantially all Parties. Without limiting the generality of the assets to which this Agreement relates; (e) made by AstraZeneca or its Affiliates, Distributors, Sublicensees, or other sublicensees to Third Parties as may be necessary or useful in connection with the Exploitation of the Licensed Compounds or Licensed Products as contemplated by this Agreement, including subcontracting or sublicensing transactions in connection therewith or (f) made by Ardelyx to Third Parties as may be necessary or useful in connection with its performance of its obligations under this Agreement; provided that with respect to disclosures as per subsection (d), (e), (f), or the following sentence, the Party making such disclosures shall ensure that each Third Party recipient is bound by obligations of confidentiality no less restrictive than those contained in this Agreement and shall be liable to the other Party for any breach of such confidentiality obligations by the relevant recipient. In addition (but without prejudice to) the above provisionsforegoing, each Party shall be entitled take such action, and shall cause its Affiliates and Sublicensees to disclosetake such action, under a binder to preserve the confidentiality of confidentiality containing provisions as protective as those of this Article 10, the other Party’s Confidential Information as such Party would customarily take to preserve the confidentiality of its own Confidential Information and shall, in any Third Party for event, use at least reasonable care to preserve the purpose of carrying out activities authorized under this Agreement, including without limitation disclosures to Sublicensees or confidentiality the other sublicenseesParty’s Confidential Information.

Authorized Disclosure. Ardelyx may disclose Product Information and each A Receiving Party may disclose Confidential Information (other than Product Information) of a Disclosing Party to the extent that such disclosure is: (a) required by law, order, or regulation 5.4.1 made in response to a valid order of a government agency or a court of competent jurisdiction or other governmental or regulatory body of competent jurisdiction; provided, or by the rules of a securities exchangehowever, provided that the Receiving Party required will first have given notice to make such disclosure shall (i) give the other Disclosing Party and given the Disclosing Party a reasonable advance notice of and an opportunity to comment on any quash such required disclosure, (ii) if requested by the other Party, use Commercially Reasonable Efforts order and to obtain a protective orders order requiring that the Confidential Information and documents that are the subject of such order be held in confidence by such court or any available limitations on governmental or exemptions from such disclosure requirement where applicable and practicable; (b) made to a patent office regulatory body or, if disclosed, be used only for the purposes for which the order was issued; and provided, further, that if a disclosure order is not quashed or a protective order is not obtained, the Confidential Information disclosed in response to such court or governmental order will be limited to that information which is legally required to be disclosed in response to such court or governmental order; 5.4.2 otherwise required by law or mandatory regulation; provided, however, that the Disclosing Party will provide the Receiving Party with reasonable notice of filing such disclosure in advance thereof to the extent practicable; and provided, further, that the Confidential Information disclosed will be limited to that information which is legally required to be so disclosed by such law or enforcing a Patent mandatory regulation; 5.4.3 made by the Receiving Party to the regulatory authorities as permitted required in this Agreementconnection with any application, filing, or similar requests for regulatory approvals; provided, however, that reasonable measures shall will be taken to assure confidential treatment of such information; and provided, further, that the Confidential Information disclosed will be limited to the extent that information required in connection with such protection is availableapplication, filing, or similar request for regulatory approval; (c) 5.4.4 made by AstraZeneca or its Affiliatesthe Receiving Party, Distributors, Sublicensees or other sublicensees or by Ardelyx (as expressly authorized under this Agreement or as necessary to conduct Ardelyx’s obligations under this Agreement) to a Regulatory Health Authority for the purposes of any filing, application or request for Regulatory Approval for Licensed Compounds or Licensed Products as permitted in this Agreement; (d) made to investment bankers, financial advisors, actual or potential Third Party partners, investors, licensees, sublicensees or acquirers of all or substantially all of the assets to which this Agreement relates; (e) made by AstraZeneca or its Affiliates, Distributors, Sublicensees, or other sublicensees to Third Parties as may be necessary or useful in connection with the Exploitation performance of the Licensed Compounds or Licensed Products as contemplated by this Agreement, including subcontracting to Affiliates, permitted sublicensees, employees, consultants, representatives or sublicensing transactions in connection therewith or (f) made by Ardelyx agents, each of whom prior to Third Parties as may disclosure must be necessary or useful in connection with its performance of its obligations under this Agreement; provided that with respect to disclosures as per subsection (d), (e), (f), or the following sentence, the Party making such disclosures shall ensure that each Third Party recipient is bound by obligations of confidentiality no less restrictive than and non- use at least equivalent in scope to those contained set forth in this Agreement and shall Section 5, provided that the Receiving Party will be liable to for and indemnify the other Disclosing Party for any breach of such confidentiality obligations by the relevant recipient. In addition (but without prejudice to) the above provisions, each Party shall be entitled to disclose, under a binder of confidentiality containing provisions as protective as those of this Article 10, Confidential Information to any Third Party for the purpose of carrying out activities authorized under this Agreement, including without limitation disclosures to Sublicensees persons or other sublicensees.entities; 14 \\PH - 037750/000002 - 398853 v1

Authorized Disclosure. Ardelyx Except as expressly provided otherwise in this Agreement, a Receiving Party or its Affiliates may use and disclose Product Information and each Party may disclose to Third Parties Confidential Information of the Disclosing Party as follows: (other i) with respect to any such disclosure of Confidential Information, under confidentiality provisions no less restrictive than Product Informationthose in this Agreement, and solely in connection with the performance of its obligations or exercise of its rights granted or reserved in this Agreement (including, without limitation, the rights to Develop and Commercialize Licensed Compounds, Products, and/or Discontinued Products, and to grant licenses and sublicenses hereunder), provided, that Confidential Information may be disclosed by a Receiving Party to a governmental entity or agency without requiring such entity or agency to enter into a confidentiality agreement with such Receiving Party if such Receiving Party has used reasonable efforts to impose such requirement without success and disclosure to such governmental entity or agency is necessary for the performance of the Receiving Party’s obligations hereunder; (ii) to the extent such disclosure is reasonably necessary in filing or prosecuting patent, copyright and trademark applications (subject to Section 8.6 below), complying with applicable governmental regulations, obtaining Approvals, conducting clinical trials, marketing Products, or as otherwise required by applicable law, regulation, rule or legal process (including the rules of the SEC and any stock exchange); provided, however, that if a Receiving Party or any of its Affiliates is required by law or regulation to make any such disclosure of a Disclosing Party’s Confidential Information it will, except where impracticable for necessary disclosures, for example, but without limitation, in the event of a medical emergency, give reasonable advance notice to the Disclosing Party of such disclosure requirement and will use its reasonable efforts to secure confidential treatment of such Confidential Information required to be disclosed; (iii) in communication with actual or potential lenders, arm’s-length financial investors, merger partners, acquirers, consultants, or professional advisors on a need-to-know basis, in each case under confidentiality provisions no less restrictive than those of this Agreement; (iv) to the extent and only to the extent that such disclosure is: (a) required by law, order, or regulation of a government agency or a court of competent jurisdiction, or by the rules of a securities exchange, provided that the Party is required to make comply with existing expressly stated contractual obligations owed to such disclosure shall (i) give the other Party reasonable advance notice of and an opportunity to comment on any such required disclosure, (ii) if requested by the other Party, use Commercially Reasonable Efforts to obtain protective orders or any available limitations on or exemptions from such disclosure requirement where applicable and practicable; (b) made to a patent office for the purposes of filing or enforcing a Patent as permitted in this Agreement, provided, however, that reasonable measures shall be taken to assure confidential treatment of such information, to the extent such protection is available; (c) made by AstraZeneca or its Affiliates, Distributors, Sublicensees or other sublicensees or by Ardelyx (as expressly authorized under this Agreement or as necessary to conduct Ardelyx’s obligations under this Agreement) to a Regulatory Health Authority for the purposes of any filing, application or request for Regulatory Approval for Licensed Compounds or Licensed Products as permitted in this Agreement; (d) made to investment bankers, financial advisors, actual or potential Third Party partners, investors, licensees, sublicensees or acquirers of all or substantially all of the assets to which this Agreement relates; (e) made by AstraZeneca or its Affiliates, Distributors, Sublicensees, or other sublicensees to Third Parties as may be necessary or useful in connection with the Exploitation of the Licensed Compounds or Licensed Products as contemplated by this Agreement, including subcontracting or sublicensing transactions in connection therewith or (f) made by Ardelyx to Third Parties as may be necessary or useful in connection with its performance of its obligations under this Agreement; provided that with respect to disclosures as per subsection (d), (e), (f), or the following sentence, the Party making such disclosures shall ensure that each Third Party recipient is bound by obligations of confidentiality no less restrictive than those contained in this Agreement and shall be liable to the other Party for any breach of such confidentiality obligations by the relevant recipient. In addition (but without prejudice to) the above provisions, each Party shall be entitled to disclose, under a binder of confidentiality containing provisions as protective as those of this Article 10, Confidential Information to any Third Party for the purpose of carrying out activities authorized under this Agreement, including without limitation disclosures to Sublicensees or other sublicensees.or