Common use of Confidential Obligations Clause in Contracts

Confidential Obligations. DSP and Intercept each recognize that the other Party’s Confidential Information constitutes highly valuable and proprietary confidential information. Intercept and DSP each agree that during the Term of this Agreement and for five (5) years thereafter, it will keep confidential, and will cause its employees, consultants, contractors, Affiliates and sublicensees to keep confidential, all Confidential Information of the other Party. Neither Intercept nor DSP, nor any of their respective employees, consultants, Affiliates or sublicensees shall use Confidential Information of the other Party for any purpose whatsoever other than exercising any rights granted to it or reserved by it hereunder. Without limiting the foregoing, each Party may disclose information to the extent such disclosure is reasonably necessary to (i) file and prosecute patent applications and/or maintain patents which are filed or prosecuted in accordance with the provisions of this Agreement, or (ii) file, prosecute or defend litigation in accordance with the provisions of this Agreement or (iii) comply with applicable Laws, regulations or court orders; provided, however, that if a Party is required to make any such disclosure of the other Party’s Confidential Information in connection with any of the foregoing, it will give reasonable advance notice to the other Party of such disclosure requirement and will use reasonable efforts to assist such other Party in efforts to secure confidential treatment of such information required to be disclosed.

Appears in 2 contracts

Samples: License Agreement (Intercept Pharmaceuticals Inc), License Agreement (Intercept Pharmaceuticals Inc)

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Confidential Obligations. DSP Licensor and Intercept Licensee each recognize that the other Party’s Confidential Information constitutes highly valuable and proprietary confidential information. Intercept Licensor and DSP Licensee each agree that during the Royalty Term of this Agreement and for five (5) years thereafter, it will keep confidential, and will cause its employees, consultants, contractors, Affiliates affiliates and sublicensees to keep confidential, all Confidential Information of the other Party. Neither Intercept Licensor nor DSP, Licensee nor any of their respective employees, consultants, Affiliates affiliates or sublicensees shall use Confidential Information of the other Party for any purpose whatsoever other than exercising any rights granted to it or reserved by it hereunder. Without limiting the foregoing, each Party may disclose information to the extent such disclosure is reasonably necessary to (ia) file and prosecute patent applications and/or maintain patents which are filed or prosecuted in accordance with the provisions of this Agreement, or (iib) file, prosecute or defend litigation in accordance with the provisions of this Agreement Agreement, or (iiic) comply with applicable Lawslaws, regulations or court orders; provided, however, that if a Party is required to make any such disclosure of the other Party’s Confidential Information in connection with any of the foregoing, it will give reasonable advance notice to the other Party of such disclosure requirement and will use reasonable efforts to assist cooperate with such other Party in efforts to secure confidential treatment of such information required to be disclosed.

Appears in 2 contracts

Samples: Exclusive License Agreement (TrovaGene Inc.), Exclusive License Agreement (Alphatec Holdings, Inc.)

Confidential Obligations. DSP Meros and Intercept Cardiol each recognize that the other Party’s Confidential Information constitutes highly valuable and proprietary confidential information. Intercept Meros and DSP Xxxxxxx each agree that during the Term of this Agreement and for five (5) years thereafter, it will keep confidential, and will cause its officers, employees, consultants, contractorsagents, Affiliates and sublicensees Sub-Licensees to keep confidential, all Confidential Information of the other Party. Neither Intercept nor DSPMeros, Cardiol nor any of their respective officers, employees, consultants, agents, Affiliates or sublicensees Sub-Licensees shall use Confidential Information of the other Party for any purpose whatsoever other than exercising any rights granted to it or reserved by it the receiving party hereunder. Without limiting the foregoing, each Party may disclose information to the extent such disclosure is reasonably necessary to in (i) file filing and prosecute prosecuting patent applications and/or maintain and maintaining patents which are filed or prosecuted in accordance with the provisions of this Agreement, ; or (ii) filefiling, prosecute prosecuting or defend defending litigation in accordance with the provisions of this Agreement Agreement; or (iii) comply complying with applicable LawsLaws or by the requirements of any nationally recognized security exchange, regulations quotation system or court ordersover-the-counter market on which such Party has its securities listed or traded; provided, however, that if a Party is required to make any such disclosure of the other Party’s Confidential Information in connection with any of the foregoingInformation, it will give reasonable advance notice to the other Party of such disclosure requirement and will use reasonable efforts to assist such other Party in efforts to secure confidential treatment of such information required to be disclosed.

Appears in 2 contracts

Samples: License Agreement (Cardiol Therapeutics Inc.), License Agreement (Cardiol Therapeutics Inc.)

Confidential Obligations. DSP Licensor and Intercept Licensee each recognize that the other Party’s Confidential Information constitutes highly valuable and proprietary confidential information. Intercept Licensor and DSP Licensee each agree that during the License Term of this Agreement and for five (5) years thereafter, it will keep confidential, and will cause its employees, consultants, contractors, Affiliates and sublicensees to keep confidential, all Confidential Information of the other Party. Neither Intercept Licensor nor DSP, Licensee nor any of their respective employees, consultants, Affiliates or sublicensees shall use Confidential Information of the other Party for any purpose whatsoever other than exercising any rights granted to it or reserved by it hereunder. Without limiting the foregoing, each Party may disclose information to the extent such disclosure is reasonably necessary to (ia) file and prosecute patent applications and/or maintain patents which are filed or prosecuted in accordance with the provisions of this Agreement, or (iib) file, prosecute or defend litigation in accordance with the provisions of this Agreement or (iiic) comply with applicable Lawslaws, regulations or court orders; provided, however, that if a Party is required to make any such disclosure of the other Party’s Confidential Information in connection with any of the foregoing, it will give reasonable advance notice to the other Party of such disclosure requirement and will use reasonable efforts to assist such other Party in efforts to secure confidential treatment of such information required to be disclosed.

Appears in 1 contract

Samples: Exclusive License Agreement (Stemline Therapeutics Inc)

Confidential Obligations. DSP Amorfix and Intercept Biogen Idec each recognize that the other Party’s 's Confidential Information constitutes highly valuable and proprietary confidential information. Intercept Amorfix and DSP Biogen Idec each agree that during the Term of this Agreement and for five (5) years thereafter, it will keep confidential, and will cause its employees, consultantsconsultants (including without limitation, contractorsacademic collaborators, CROs and manufacturers), professional advisors, Affiliates and sublicensees and, in the case of Biogen Idec, Sublicensees to keep confidential, all Confidential Information of the other Party. Neither Intercept Amorfix nor DSP, Biogen Idec nor any of their respective employees, consultants, Affiliates or sublicensees or, in the case of Biogen Idec, Sublicensees, shall use Confidential Information of the other Party for any purpose whatsoever other than exercising any rights granted to it or reserved by it hereunder. Without limiting the foregoing, each Party may disclose information to the extent such disclosure is reasonably necessary to (ia) file and prosecute patent applications and/or maintain patents which are filed or prosecuted in accordance with the provisions of this Agreement, or (iib) file, prosecute or defend litigation in accordance with the provisions of this Agreement or (iiic) comply with applicable Lawslaws, regulations or court orders; provided, however, that if a Party is required to make any such disclosure of the other Party’s 's Confidential Information in connection with any of the foregoing, it will give reasonable advance notice to the other Party of such disclosure requirement and will use reasonable efforts to assist such other Party in efforts to secure confidential treatment of such information required to be disclosed.

Appears in 1 contract

Samples: Exclusive License Agreement (ProMIS Neurosciences Inc.)

Confidential Obligations. DSP and Intercept each recognize that the other Party’s Confidential Information constitutes highly valuable and proprietary confidential information. Intercept and DSP each agree that during the Term of this Agreement and for five (5) years thereafter, it will keep confidential, and will cause its employees, consultants, contractors, Affiliates and sublicensees to keep confidential, all Confidential Information of the other Party. Neither Intercept nor DSP, nor any of their respective employees, consultants, Affiliates or sublicensees shall use Confidential Information of the other Party for any purpose whatsoever other than exercising any rights granted to it or reserved by it hereunder. Without limiting the foregoing, each Party may disclose information to the extent such disclosure is reasonably necessary to (i) file and prosecute patent applications and/or maintain patents which are filed or prosecuted in accordance with the provisions of this Agreement, or (ii) file, prosecute or defend litigation in accordance with the provisions of this Agreement or (iii) comply with applicable Laws, regulations or court orders; provided, however, that if a Party is required to make any such disclosure of the other Party’s Confidential Information in connection with any of the foregoing, it will give reasonable advance notice to the other Party of such disclosure requirement and will use reasonable efforts to assist such other Party in efforts to secure confidential treatment of such information required to be disclosed.. ​

Appears in 1 contract

Samples: License Agreement (Intercept Pharmaceuticals, Inc.)

Confidential Obligations. DSP ISI and Intercept Alphatec each recognize that the other Party’s Confidential Information constitutes highly valuable and proprietary confidential information. Intercept ISI and DSP Alphatec each agree that during the Term of this Agreement and for five (5) years [***] thereafter, it will keep confidential, and will cause its employees, consultants, contractors, Affiliates and sublicensees to keep confidential, all Confidential Information of the other Party. Neither Intercept ISI nor DSP, Alphatec nor any of their respective employees, consultants, Affiliates or sublicensees Sublicensees shall use Confidential Information of the other Party for any purpose whatsoever other than exercising any rights granted to it or reserved by it hereunder. Without limiting the foregoing, each Party may disclose information to the extent such disclosure is reasonably necessary to (i) file and prosecute patent applications and/or maintain patents which are filed or prosecuted in accordance with the provisions of this Agreement, or (iia) file, prosecute or defend litigation in accordance with the provisions of this Agreement or (iiib) comply with applicable Lawslaws, regulations (including those of the United States Securities Exchange Commission) or court orders; provided, however, that if a Party is required to make any such disclosure of the other Party’s Confidential Information in connection with any of the foregoing, it will give reasonable advance notice to the other Party of such disclosure requirement and will use reasonable efforts to assist cooperate with such other Party in efforts to secure confidential treatment of such information required to be disclosed.

Appears in 1 contract

Samples: Cross License Agreement (Alphatec Holdings, Inc.)

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Confidential Obligations. DSP Licensor and Intercept Licensee each recognize that the other Party’s Confidential Information constitutes highly valuable and proprietary confidential information. Intercept Licensor and DSP Licensee each agree that during the Term of this Agreement and for five (5) years thereafter, it will keep confidential, and will cause its employees, consultants, contractors, Affiliates affiliates and sublicensees to keep confidential, all Confidential Information of the other Party. Neither Intercept Licensor nor DSP, Licensee nor any of their respective employees, consultants, Affiliates affiliates or sublicensees shall use Confidential Information of the other Party for any purpose whatsoever other than exercising any rights granted to it or reserved by it hereunder. Without limiting the foregoing, each Party may disclose information to the extent such disclosure is reasonably necessary to (ia) file and prosecute patent applications and/or maintain patents which are filed or prosecuted in accordance with the provisions of this Agreement, or (iib) file, prosecute or defend litigation in accordance with the provisions of this Agreement Agreement, or (iiic) comply with applicable Lawslaws, regulations or court orders; provided, however, that if a Party is required to make any such disclosure of the other Party’s Confidential Information in connection with any of the foregoing, it will give reasonable advance notice to the other Party of such disclosure requirement and will use reasonable efforts to assist cooperate with such other Party in efforts to secure confidential treatment of such information required to be disclosed.

Appears in 1 contract

Samples: Exclusive License Agreement (TrovaGene Inc.)

Confidential Obligations. DSP Licensor and Intercept Licensee each recognize that the other Party’s Confidential Information constitutes highly valuable and proprietary confidential information. Intercept Licensor and DSP Licensee each agree that during the Term of this Agreement and for five (5) years thereafter, it will keep confidential, and will cause its employees, consultants, contractors, Affiliates and sublicensees to keep confidential, all Confidential Information of the other Party. Neither Intercept Licensor nor DSP, Licensee nor any of their respective employees, consultants, Affiliates or sublicensees shall use Confidential Information of the other Party for any purpose whatsoever other than exercising any rights granted to it or reserved by it hereunder. Without limiting the foregoing, each Party may disclose information to the extent such disclosure is reasonably necessary to (ia) file and prosecute patent applications and/or maintain patents which are filed or prosecuted in accordance with the provisions of this Agreement, or (iib) file, prosecute or defend litigation in accordance with the provisions of this Agreement Agreement, or (iiic) comply with applicable Lawslaws, regulations or court orders; provided, however, that if a Party is required to make any such disclosure of the other Party’s Confidential Information in connection with any of the foregoing, it will give reasonable advance notice to the other Party of such disclosure requirement and will use reasonable efforts to assist cooperate with such other Party in efforts to secure confidential treatment of such information required to be disclosed.

Appears in 1 contract

Samples: Exclusive License Agreement (TrovaGene Inc.)

Confidential Obligations. DSP Licensor and Intercept Licensee each recognize that the other Party’s Confidential Information constitutes highly valuable and proprietary confidential information. Intercept Licensor and DSP Licensee each agree that during the Term of this Agreement and for five (5) [ * ] years thereafter, it will keep confidential, and will cause its employees, consultants, contractors, Affiliates and sublicensees Sublicensees to keep confidential, all Confidential Information of the other Party. Neither Intercept Licensor nor DSP, Licensee nor any of their respective employees, consultants, Affiliates or sublicensees Sublicensees shall use Confidential Information of the other Party for any purpose whatsoever other than exercising any rights granted to it or reserved by it hereunder. Without limiting the foregoing, each Party may disclose information to the extent such disclosure is reasonably necessary to (ia) with respect to Licensee, file and prosecute patent applications and/or maintain patents which that are filed or prosecuted in accordance with the provisions of this Agreement, or (ii) file, prosecute or defend litigation in accordance with the provisions of this Agreement or (iiib) comply with applicable Lawslaws, regulations or court orders; provided, however, that if a Party is required to make any such disclosure of the other Party’s Confidential Information in connection with any of the foregoing, it will give reasonable advance notice to the other Party of such disclosure requirement and will use reasonable efforts to assist such other Party in efforts to secure confidential treatment of such information required to be disclosed.

Appears in 1 contract

Samples: License Agreement (Aduro Biotech, Inc.)

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