Common use of Obligation Clause in Contracts

Obligation. The Parties agree that they will disclose the other Party’s Confidential Information to its own (or its respective Affiliate’s, or with respect to TGTX, its Sublicensees’) officers, employees, consultants and agents only if and to the extent necessary to carry out their respective responsibilities under this Agreement or in accordance with the exercise of their rights under this Agreement, and such disclosure shall be limited to the maximum extent possible consistent with such responsibilities and rights. Except as set forth in the foregoing sentence, no Party shall disclose Confidential Information of the other to any Third Party without the other’s prior written consent. In all events, however, any and all disclosure to a Third Party (or to any such Affiliate or Sublicensee) shall be pursuant to the terms of a non-disclosure/nonuse agreement no less restrictive than this Article VII. The Party which disclosed Confidential Information of the other to any Third Party (or to any such Affiliate or Sublicensee) shall be responsible and liable for any disclosure or use by such Third Party, Affiliate or Sublicensee (or its disclosees) which would have violated this Agreement if committed by the Party itself. No Party shall use Confidential Information of the other except as expressly allowed by and for the purposes of this Agreement. Each Party shall take such action to preserve the confidentiality of each other’s Confidential Information as it would customarily take to preserve the confidentiality of its own Confidential Information (but in no event less than a reasonable standard of care). Upon expiration or termination of this Agreement, each Party, upon the other’s request, shall return or destroy (at Disclosing Party’s discretion) all the Confidential Information disclosed to the other Party pursuant to this Agreement, including all copies and extracts of documents, within 60 days after the request, except for one archival copy (and such electronic copies that exist as part of the Party’s computer systems, network storage systems and electronic backup systems) of such materials solely to be able to monitor its obligations that survive under this Agreement.

Obligation. The Parties CyDex and Sage agree that they will disclose the other Partyother’s Confidential Information to its own (or its respective Affiliateparent’s, or with respect to TGTX, its Sublicensees’) own officers, employees, consultants and agents only if and to the extent necessary to carry out their respective responsibilities under this Agreement or in accordance with the exercise of their rights under this Agreement, and such disclosure shall be limited to the maximum extent possible consistent with such responsibilities and rights. Except as set forth in the foregoing sentence, no Party Neither party shall disclose Confidential Information of the other to any Third Party without the other’s prior written consent. In all events, however, and any and all such disclosure to a Third Party (or to any such Affiliate or Sublicensee) shall be pursuant to the terms of a non-disclosure/nonuse disclosure agreement no less restrictive than this Article VIISection 8. The Party party which disclosed Confidential Information of the other to any Third Party (or to any such Affiliate or Sublicensee) shall be responsible and liable for any disclosure or use by such Third Party, Affiliate or Sublicensee Party (or its discloseesdiscloses) which would have violated this Agreement if committed by the Party party itself. No Party Neither party shall use Confidential Information of the other except as expressly allowed by and for the purposes of this Agreement. Each Party party shall take such action to preserve the confidentiality of each other’s Confidential Information as it would customarily take to preserve the confidentiality of its own Confidential Information ({but in no event less than a reasonable standard of care). Upon expiration or termination of Unless otherwise specified in this Agreement and subject to terms and conditions in this Agreement, each Party, upon if so requested by the otherother party a party shall promptly return all relevant records and materials in its possession or control containing or embodying the other party’s request, shall return or destroy (at Disclosing Party’s discretion) all the Confidential Information disclosed to the other Party pursuant to this Agreement, (including all copies and extracts of documents); provided, within 60 days after the requesthowever, except for that each party may retain one archival copy (and such electronic copies that exist as part of the Partyparty’s computer systems, network storage systems and electronic backup systems) of such records and materials solely to be able to monitor its obligations that survive under this Agreement.,

Obligation. The Parties agree that they any Proprietary Information disclosed by the disclosing Party shall be maintained in trust and confidence by the receiving Party (including its officers, directors, employees, agents contractors, successors and assigns) for a period of five (5) years from the termination or expiration of this Agreement, with such Proprietary Information being treated with at least the same degree of care as the receiving Party treats its own Proprietary Information, but in no case less than a reasonable degree of care. Furthermore, neither Party will disclose the other Party’s Confidential Proprietary Information to persons who are not employees of that Party except for purposes of fulfilling its own obligations under this Agreement. After the five (or its respective Affiliate’s5) year period, or the obligations of the receiving Party with respect to TGTX, its Sublicensees’) officers, employees, consultants and agents only if and to the extent necessary to carry out their respective responsibilities under this Agreement or in accordance with the exercise of their rights under this Agreement, and such disclosure other Party's Proprietary Information shall be limited to those created by or available under applicable existing law, including, but not limited to, patent and copyright laws, provided further that the maximum extent possible consistent with obligations of confidentiality shall remain for Trade Secrets for so long as such responsibilities and rightsremains a Trade Secret. Except as set forth in Any Proprietary Information disclosed by the foregoing sentence, no disclosing Party shall disclose Confidential be used by the receiving Party solely for the purpose of carrying out the purpose and intent of this Agreement and may not be disclosed, distributed or disseminated by the receiving Party to any person other than to its employees, or its subcontractors and consultants whose knowledge of such Proprietary Information is necessary to achieve purposes related to the subject matter of this Agreement and who have agreed, in writing, to be bound by the terms of this Article 14. The Party receiving Proprietary Information under this Agreement will not: (i) use or permit the use of the other to Proprietary Information disclosed hereunder for any Third Party purpose not contemplated by this Agreement without the other’s prior written approval of the disclosing Party; (ii) duplicate, copy, reverse engineer, compile or disassemble any Proprietary Information or the media in which it is embodied, without the disclosing Party's prior written consent. In all events; or (iii) use or transmit, howeverdirectly or indirectly, any Proprietary Information outside the United States without the disclosing Party's prior written consent and all disclosure to a Third Party (such governmental or to any such Affiliate or Sublicensee) shall other approvals as may be pursuant to the terms of a non-disclosure/nonuse agreement no less restrictive than this Article VII. The Party which disclosed Confidential Information of the other to any Third Party (or to any such Affiliate or Sublicensee) shall be responsible and liable for any disclosure or use required by such Third Partylaw, Affiliate or Sublicensee (or its disclosees) which would have violated this Agreement if committed by the Party itself. No Party shall use Confidential Information of the other except as expressly allowed contemplated by and for the purposes of this Agreement. Each Party shall take such action to preserve the confidentiality of each other’s Confidential Information as it would customarily take to preserve the confidentiality of its own Confidential Information (but in no event less than a reasonable standard of care). Upon expiration or termination of this Agreement, each Party, upon the other’s request, shall return or destroy (at Disclosing Party’s discretion) all the Confidential Information disclosed to the other Party pursuant to this Agreement, including all copies and extracts of documents, within 60 days after the request, except for one archival copy (and such electronic copies that exist as part of the Party’s computer systems, network storage systems and electronic backup systems) of such materials solely to be able to monitor its obligations that survive under this Agreement.

Obligation. The Parties Licensor and Seelos agree that they will disclose the other Party’s Confidential Information to its own (or its respective Affiliate’s, or with respect to TGTXSeelos, its Sublicensees’) officers, employees, consultants and agents only if and to the extent necessary to carry out their respective responsibilities under this Agreement or in accordance with the exercise of their rights under this Agreement, and such disclosure shall be limited to the maximum extent possible consistent with such responsibilities and rights. Except as set forth in the foregoing sentence, no Party shall disclose Confidential Information of the other to any Third Party without the other’s prior written consent. In all events, however, any and all disclosure to a Third Party (or to any such Affiliate or Sublicensee) shall be pursuant to the terms of a non-disclosure/nonuse agreement no less restrictive than this Article VIIVIII. The Party which disclosed Confidential Information of the other to any Third Party (or to any such Affiliate or Sublicensee) shall be responsible and liable for any disclosure or use by such Third Party, Affiliate or Sublicensee (or its disclosees) which would have violated this Agreement if committed by the Party itself. No Party shall use Confidential Information of the other except to carry out its responsibilities and exercise its rights under and otherwise as expressly allowed by and for the purposes of this Agreement. Each Party shall take such action to preserve the confidentiality of each other’s Confidential Information as it would customarily take to preserve the confidentiality of its own Confidential Information (but in no event less than a reasonable standard of care). Upon expiration or termination of this Agreement, each Party, upon the other’s request, shall return or destroy (at Disclosing Party’s discretion) all the Confidential Information disclosed to the other Party pursuant to this Agreement, including all copies and extracts of documents, within 60 days after the request, except for one archival copy (and such electronic copies that exist as part of the Party’s computer systems, network storage systems and electronic backup systems) of such materials solely to be able to monitor its obligations that survive under this Agreement.

Obligation. The Parties Licensor and TGTX agree that they will disclose the other Party’s Confidential Information to its own (or its respective Affiliate’s, or with respect to TGTX, its Sublicensees’) officers, employees, consultants and agents only if and to the extent necessary to carry out their respective responsibilities under this Agreement or in accordance with the exercise of their rights under this Agreement, and such disclosure shall be limited to the maximum extent possible consistent with such responsibilities and rights. Except as set forth in the foregoing sentence, no Party shall disclose Confidential Information of the other to any Third Party without the other’s prior written consent. In all events, however, any and all disclosure to a Third Party (or to any such Affiliate or Sublicensee) shall be pursuant to the terms of a non-disclosure/nonuse agreement no less restrictive than this Article VII. The Party which disclosed Confidential Information of the other to any Third Party (or to any such Affiliate or Sublicensee) shall be responsible and liable for any disclosure or use by such Third Party, Affiliate or Sublicensee (or its disclosees) which would have violated this Agreement if committed by the Party itself. No Party shall use Confidential Information of the other except as expressly allowed by and for the purposes of this Agreement. Each Party shall take such action to preserve the confidentiality of each other’s Confidential Information as it would customarily take to preserve the confidentiality of its own Confidential Information (but in no event less than a reasonable standard of care). Upon expiration or termination of this Agreement, each Party, upon the other’s request, shall return or destroy (at Disclosing Party’s discretion) all the Confidential Information disclosed to the other Party pursuant to this Agreement, including all copies and extracts of documents, within 60 days after the request, except for one archival copy (and such electronic copies that exist as part of the Party’s computer systems, network storage systems and electronic backup systems) of such materials solely to be able to monitor its obligations that survive under this Agreement.

Obligation. The Parties CyDex and S▇▇▇ agree that they will disclose the other Partyother’s Confidential Information to its own (or its respective Affiliateparent’s, or with respect to TGTX, its Sublicensees’) own officers, employees, consultants and agents only if and to the extent necessary to carry out their respective responsibilities under this Agreement or in accordance with the exercise of their rights under this Agreement, and such disclosure shall be limited to the maximum extent possible consistent with such responsibilities and rights. Except as set forth in the foregoing sentence, no Party Neither party shall disclose Confidential Information of the other to any Third Party without the other’s prior written consent. In all events, however, and any and all such disclosure to a Third Party (or to any such Affiliate or Sublicensee) shall be pursuant to the terms of a non-disclosure/nonuse disclosure agreement no less restrictive than this Article VIISection 8. The Party party which disclosed Confidential Information of the other to any Third Party (or to any such Affiliate or Sublicensee) shall be responsible and liable for any disclosure or use by such Third Party, Affiliate or Sublicensee Party (or its discloseesdiscloses) which would have violated this Agreement if committed by the Party party itself. No Party Neither party shall use Confidential Information of the other except as expressly allowed by and for the purposes of this Agreement. Each Party party shall take such action to preserve the confidentiality of each other’s Confidential Information as it would customarily take to preserve the confidentiality of its own Confidential Information ({but in no event less than a reasonable standard of care). Upon expiration or termination of Unless otherwise specified in this Agreement and subject to terms and conditions in this Agreement, each Party, upon if so requested by the otherother party a party shall promptly return all relevant records and materials in its possession or control containing or embodying the other party’s request, shall return or destroy (at Disclosing Party’s discretion) all the Confidential Information disclosed to the other Party pursuant to this Agreement, (including all copies and extracts of documents); provided, within 60 days after the requesthowever, except for that each party may retain one archival copy (and such electronic copies that exist as part of the Partyparty’s computer systems, network storage systems and electronic backup systems) of such records and materials solely to be able to monitor its obligations that survive under this Agreement.,

Obligation. The Parties Licensor and Omthera agree that they will disclose the other Party’s Confidential Information to its own (or its respective Affiliate’s, or with respect to TGTXOmthera, its Sublicensees’) officers, employees, consultants and agents only if and to the extent necessary to carry out their respective responsibilities under this Agreement or in accordance with the exercise of their rights under this Agreement, and such disclosure shall be limited to the maximum extent possible consistent with such responsibilities and rights. Except as set forth in the foregoing sentence, no Party shall disclose Confidential Information of the other to any Third Party without the other’s prior written consent. In all events, however, any and all disclosure to a Third Party (or to any such Affiliate or Sublicensee) shall be pursuant to the terms of a non-disclosure/nonuse agreement no less restrictive than this Article VII. The Party which disclosed Confidential Information of the other to any Third Party (or to any such Affiliate or Sublicensee) shall be responsible and liable for any disclosure or use by such Third Party, Affiliate or Sublicensee (or its disclosees) which would have violated this Agreement if committed by the Party itself. No Party shall use Confidential Information of the other except as expressly allowed by and for the purposes of this Agreement. Each Party shall take such action to preserve the confidentiality of each other’s Confidential Information as it would customarily take to preserve the confidentiality of its own Confidential Information (but in no event less than a reasonable standard of care). Upon expiration or termination of this Agreement, each Party, upon the other’s request, shall return or destroy (at Disclosing Party’s discretion) all the Confidential Information disclosed to the other Party pursuant to this Agreement, including all copies and extracts of documents, within 60 [***] days after the request, except for one archival copy (and such electronic copies that exist as part of the Party’s computer systems, network storage systems and electronic backup systems) of such materials solely to be able to monitor its obligations that survive under this Agreement.

Obligation. The Parties CyDex and Sage agree that they will disclose the other Partyother’s Confidential Information to its own (or its respective Affiliateparent’s, or with respect to TGTX, its Sublicensees’) own officers, employees, consultants and agents only if and to the extent necessary to carry out their respective responsibilities under this Agreement or in accordance with the exercise of their rights under this Agreement, and such disclosure shall be limited to the maximum extent possible consistent with such responsibilities and rights. Except as set forth in the foregoing sentence, no Party Neither party shall disclose Confidential Information of the other to any Third Party without the other’s prior written consent. In all events, however, and any and all such disclosure to a Third Party (or to any such Affiliate or Sublicensee) shall be pursuant to the terms of a non-disclosure/nonuse disclosure agreement no less restrictive than this Article VIISection 8. The Party party which disclosed Confidential Information of the other to any Third Party (or to any such Affiliate or Sublicensee) shall be responsible and liable for any disclosure or use by such Third Party, Affiliate or Sublicensee Party (or its disclosees) which would have violated this Agreement if committed by the Party party itself. No Party Neither party shall use Confidential Information of the other except as expressly allowed by and for the purposes of this Agreement. Each Party party shall take such action to preserve the confidentiality of each other’s Confidential Information as it would customarily take to preserve the confidentiality of its own Confidential Information (but in no event less than a reasonable standard of care). Upon expiration or termination of Unless otherwise specified in this Agreement and subject to terms and conditions in this Agreement, each Party, upon if so requested by the otherother party a party shall promptly return all relevant records and materials in its possession or control containing or embodying the other party’s request, shall return or destroy (at Disclosing Party’s discretion) all the Confidential Information disclosed to the other Party pursuant to this Agreement, (including all copies and extracts of documents); provided, within 60 days after the requesthowever, except for that each party may retain one archival copy (and such electronic copies that exist as part of the Partyparty’s computer systems, network storage systems and electronic backup systems) of such records and materials solely to be able to monitor its obligations that survive under this Agreement.

Obligation. The Parties CyDex and Sage agree that they will disclose Confidential Information received from the other Party’s Confidential Information to its own (or its respective Affiliateparent’s, or with respect to TGTX, its Sublicensees’) own officers, employees, consultants and agents only if and to the extent necessary to carry out their respective responsibilities under this Agreement or in accordance with the exercise of their rights under this Agreement, and such disclosure shall be limited to the maximum extent possible consistent with such responsibilities and rights. Except as set forth in the foregoing sentence, no Party Neither party shall disclose Confidential Information of the other to any Third Party without the other’s prior written consent. In all events, however, and any and all such disclosure to a Third Party (or to any such Affiliate or Sublicensee) shall be pursuant to the terms of a non-disclosure/nonuse disclosure agreement no less restrictive than this Article VIISection 6. The Party party which disclosed Confidential Information of the other to any Third Party (or to any such Affiliate or Sublicensee) shall be responsible and liable for any disclosure or use by such Third Party, Affiliate or Sublicensee Party (or its disclosees) which would have violated this *** Certain information on this page has been omitted and filed separately with the Commission. Confidential treatment has been requested with respect to the omitted portions. EXECUTION COPY Agreement if committed by the Party party itself. No Party Neither party shall use Confidential Information of the other except as expressly allowed by and for the purposes of this Agreement. Each Party party shall take such action to preserve the confidentiality of each other’s Confidential Information as it would customarily take to preserve the confidentiality of its own Confidential Information (but in no event less than a reasonable standard of care). Upon expiration or termination of Unless otherwise specified in this Agreement and subject to terms and conditions in this Agreement, each Party, upon if so requested by the otherother party a party shall promptly return all relevant records and materials in its possession or control containing or embodying the other party’s request, shall return or destroy (at Disclosing Party’s discretion) all the Confidential Information disclosed to the other Party pursuant to this Agreement, (including all copies and extracts of documents); provided, within 60 days after the requesthowever, except for that each party may retain one archival copy (and such electronic copies that exist as part of the Partyparty’s computer systems, network storage systems and electronic backup systems) of such records and materials solely to be able to monitor its obligations that survive under this Agreement.

Obligation. The Parties CyDex and Company agree that they will disclose the other Partyparty’s Confidential Information to its own (or its respective Affiliate100% stockholder’s, or with respect to TGTXCompany, its Sublicensees’) officers, employees, consultants and agents only if and to the extent necessary to carry out their respective responsibilities under this Agreement or in accordance with the exercise of their rights under this Agreement, and such disclosure shall be limited to the maximum extent possible consistent with such responsibilities and rights. Except as set forth in the foregoing sentence, no Party neither party shall disclose Confidential Information of the other to any Third Party without the other’s prior written consent. In all events, however, any and all disclosure to a Third Party (or to any such Affiliate or Sublicensee) shall be pursuant to the terms of a non-disclosure/nonuse agreement no less restrictive than this Article VIISection 8. The Party party which disclosed Confidential Information of the other to any Third Party (or to any such Affiliate or Sublicensee) shall be responsible and liable for any disclosure or use by such Third Party, Affiliate or Sublicensee Party (or its disclosees) which would have violated this Agreement if committed by the Party party itself. No Party Neither party shall use Confidential Information of the other except as expressly allowed by and for the purposes of this Agreement. Each Party party shall take such action to preserve the confidentiality of each other’s Confidential Information as it would customarily take to preserve the confidentiality of its own Confidential Information (but in no event less than a reasonable standard of care). Upon expiration or termination of this Agreement, each Partyparty, upon the other’s request, shall return or destroy (at Disclosing Partydisclosing party’s discretion) all the Confidential Information disclosed to the other Party party pursuant to this Agreement, including all copies and extracts of documents, within 60 days after [***] of the request, except for one archival copy (and such electronic copies that exist as part of the Party’s computer systems, network storage systems and electronic backup systems) of such materials solely to be able to monitor its obligations that survive under this Agreement[***].

Obligation. The Parties CyDex and Company agree that they will may disclose the other Partyparty’s Confidential Information to its own (or its respective Affiliate’s, Affiliates’ or with respect to TGTX, its Sublicensees’) managers, officers, employees, consultants consultants, Third Party service providers, attorneys, accountants, bankers, lenders and agents agents, in each case only if and to the extent necessary to carry out their respective responsibilities under this Agreement or in accordance with the exercise of their rights under this Agreement, and such disclosure shall be limited to the maximum extent possible consistent with such responsibilities and rights; and CyDex and Company agree that they may disclose this Agreement and/or the Supply Agreement or a summary thereof to their own (or their Affiliates’) bona fide prospective and/or current lenders or financial investors. Except as set forth in the foregoing sentence, no Party neither party (nor their Affiliates) shall disclose Confidential Information of the other to any Third Party without the other’s prior written consent. In all events, however, any and all disclosure to a Third Party (or to any such Affiliate or Sublicensee) shall be pursuant to the terms of a non-disclosure/nonuse agreement no less restrictive than this Article VIISection 8 (or, in the case of attorneys, to a duty and obligation of nondisclosure/nonuse pursuant to the applicable rules of the profession). The Party party which disclosed Confidential Information of the other to any Third Party (or to any such Affiliate or Sublicensee) shall be responsible and liable for any disclosure or use by such Third Party, Affiliate or Sublicensee (or its disclosees) which would have violated this Agreement if committed by the Party party itself. No Party Neither party shall use Confidential Information of the other except as expressly allowed by and for the purposes of this Agreement or the Supply Agreement. Each Party party shall take such action to preserve the confidentiality of each other’s Confidential Information as it would customarily take to preserve the confidentiality of its own Confidential Information (but in no event less than a reasonable standard of care). Upon expiration or termination of this Agreement, each Partyparty, upon the other’s request, promptly shall return or destroy (at Disclosing Party’s discretion) all the Confidential Information disclosed to the other Party party pursuant to this Agreement, including all copies copies, reflections, analyses and extracts of documents, within 60 days after the request, except for one archival copy (and such electronic copies that exist as part of the Partyparty’s computer systems, network storage systems and electronic backup systems) of such materials solely to be able to monitor its obligations that survive under this Agreement.

Obligation. The Parties CyDex and S▇▇▇ agree that they will disclose Confidential Information received from the other Party’s Confidential Information to its own (or its respective Affiliateparent’s, or with respect to TGTX, its Sublicensees’) own officers, employees, consultants and agents only if and to the extent necessary to carry out their respective responsibilities under this Agreement or in accordance with the exercise of their rights under this Agreement, and such disclosure shall be limited to the maximum extent possible consistent with such responsibilities and rights. Except as set forth in the foregoing sentence, no Party Neither party shall disclose Confidential Information of the other to any Third Party without the other’s prior written consent. In all events, however, and any and all such disclosure to a Third Party (or to any such Affiliate or Sublicensee) shall be pursuant to the terms of a non-disclosure/nonuse disclosure agreement no less restrictive than this Article VIISection 6. The Party party which disclosed Confidential Information of the other to any Third Party (or to any such Affiliate or Sublicensee) shall be responsible and liable for any disclosure or use by such Third Party, Affiliate or Sublicensee Party (or its disclosees) which would have violated this Agreement if committed by the Party party itself. No Party Neither party shall use Confidential Information of the other except as expressly allowed by and for the purposes of this Agreement. Each Party party shall take such action to preserve the confidentiality of each other’s Confidential Information as it would customarily take to preserve the confidentiality of its own Confidential Information (but in no event less than a reasonable standard of care). Upon expiration or termination of Unless otherwise specified in this Agreement and subject to terms and conditions in this Agreement, each Party, upon if so requested by the otherother party a party shall promptly return all relevant records and materials in its possession or control containing or embodying the other party’s request, shall return or destroy (at Disclosing Party’s discretion) all the Confidential Information disclosed to the other Party pursuant to this Agreement, (including all copies and extracts of documents); provided, within 60 days after the requesthowever, except for that each party may retain one archival copy (and such electronic copies that exist as part of the Partyparty’s computer systems, network storage systems and electronic backup systems) of such records and materials solely to be able to monitor its obligations that survive under this Agreement.

Obligation. The Parties CyDex and Hospira agree that they will disclose the other Partyother’s Confidential Information to its own (or its respective Affiliate’s, or with respect to TGTX, its SublicenseesAffiliates’) own officers, employees, consultants and agents only if and to the extent reasonably necessary to carry out their respective responsibilities under this Agreement or in accordance with the exercise of their rights under this Agreement, and such disclosure shall be limited to the maximum extent reasonably possible consistent with such responsibilities and rights. Except as set forth provided in the foregoing previous sentence, no Party neither party shall disclose Confidential Information of the other to *** Certain information on this page has been omitted and filed separately with the Commission. Confidential treatment has been requested with respect to the omitted portions. any Third Party without the other’s prior written consent. In all events, however, any and all Any disclosure to a Third Party (or to any such Affiliate or Sublicensee) shall be pursuant to the terms of a non-disclosure/nonuse disclosure agreement no less restrictive than substantially similar to the requirements of this Article VIISection 7. The Party party which disclosed Confidential Information of the other to any Third Party (or to any such Affiliate or Sublicensee) shall be responsible and liable for any disclosure or use by such Third Party, Affiliate or Sublicensee Party (or its disclosees) which would have violated this Agreement if committed by the Party party itself. No Party Neither party shall use Confidential Information of the other except as expressly allowed by and for the purposes of this Agreement. Each Party party shall take such action to preserve the confidentiality of each other’s Confidential Information as it would customarily take to preserve the confidentiality of its own Confidential Information (but in no event less than a reasonable standard of care). Upon expiration or termination of Unless otherwise specified in this Agreement and subject to terms and conditions in this Agreement, each Party, upon if so requested by the otherother party a party shall promptly return all relevant records and materials in its possession or control containing or embodying the other party’s request, shall return or destroy (at Disclosing Party’s discretion) all the Confidential Information disclosed to the other Party pursuant to this Agreement, (including all copies and extracts of documents); provided, within 60 days after the requesthowever, except for that each party may retain one archival copy (and such electronic copies that exist as part of the Partyparty’s computer systems, network storage systems and electronic backup systems) of such records and materials solely to be able to monitor its obligations that survive under this Agreement.

Obligation. The Parties ACT and Company agree that they will may disclose the other Party’s Confidential Information to its own (or its respective Affiliate’s, or with respect to TGTX, its Sublicensees’) officers, employees, consultants consultants, attorneys, accountants, bankers, Contract Manufacturers, lenders and agents only if and to the extent necessary to carry out their respective responsibilities under this Agreement Agreement, or in accordance with the exercise of their rights under this Agreement, and such disclosure shall be limited to the maximum extent possible consistent with such responsibilities and rights. Except as set forth in the foregoing sentence, no Party shall disclose Confidential Information of the other to any Third Party person or entity without the other’s prior written consent. In all events, however, any and all disclosure to a Third Party (or to any such Affiliate persons or Sublicensee) entities shall also be pursuant to the terms of a non-disclosure/nonuse agreement no less restrictive than this Article VIISection 7 (or, in the case of attorneys, to a duty and obligation of nondisclosure/nonuse pursuant to the applicable rules of the profession). The Party which disclosed Confidential Information of the other to any such team member or Third Party (or to any such Affiliate or Sublicensee) shall be responsible and liable for any disclosure or use by such team member or Third Party, Affiliate Party or Sublicensee (or its disclosees) which would have violated this Agreement if committed by the Party itself. No Party shall use Confidential Information of the other except as expressly allowed by and for the purposes of this Agreement. Each Party shall take such action to preserve the confidentiality of each other’s Confidential Information as it would customarily take to preserve the confidentiality of its own Confidential Information (but in no event less than a reasonable standard of care). Upon expiration or termination of this Agreement, each Party, upon the other’s request, shall promptly return or destroy (at Disclosing Party’s discretion) all the Confidential Information disclosed to the other Party pursuant to this Agreement, including without limitation all copies and documents in its possession or control which constitute copies, embodiments, reflections, analyses or extracts of documents, within 60 days after the requestsuch Confidential Information, except for (a) one archival copy (and such electronic copies that exist as part of the Receiving Party’s computer systems, network storage systems and electronic backup systems) of such materials solely to be able to monitor its obligations that survive under this AgreementAgreement and (b) any archival copy that the Receiving Party determines, acting reasonably, is necessary or required by applicable law or regulations or to support regulatory, safety, quality, or compliance matters.

Obligation. The Parties CyDex and Company agree that they will disclose the other Partyparty’s Confidential Information to its own (or its respective Affiliate100% stockholder’s, or with respect to TGTXCompany, its Sublicensees’) officers, employees, consultants and agents only if and to the extent necessary to carry out their respective responsibilities under this Agreement or in accordance with the exercise of their rights under this Agreement, and such disclosure shall be limited to the maximum extent possible consistent with such responsibilities and rights. Except as set forth in the foregoing sentence, no Party neither party shall disclose Confidential Information of the other to any Third Party without the other’s prior written consent; provided, however, consent shall not be required to the extent such Confidential Information is disclosed for diligence purposes to Company’s potential Sublicensees, sources of funding or acquirers of any or all of the Company’s assets to which this Agreement relates. In all events, however, any and all disclosure to a Third Party (or to any such Affiliate or Sublicensee) shall be pursuant to the terms of a non-disclosure/nonuse agreement no less restrictive than this Article VIISection 8. The Party party which disclosed Confidential Information of the other to any Third Party (or to any such Affiliate or Sublicensee) shall be responsible and liable for any disclosure or use by such Third Party, Party or Affiliate or Sublicensee (or its disclosees) which would have violated this Agreement if committed by the Party party itself. No Party Neither party shall use Confidential Information of the other except as expressly allowed by and for the purposes of this Agreement. Each Party party shall take such action to preserve the confidentiality of each other’s Confidential Information as it would customarily take to preserve the confidentiality of its own Confidential Information (but in no event less than a reasonable standard of care). Upon expiration or termination of this Agreement, each Partyparty, upon the other’s request, shall return or destroy (at Disclosing Partydisclosing party’s discretion) all the Confidential Information disclosed to the other Party party pursuant to this Agreement, including all copies and extracts of documents, within 60 days after of the request, except for one archival copy (and such electronic copies that exist as part of the Party’s computer systems, network storage systems and electronic backup systems) of such materials solely to which may be able to monitor retained in its obligations that survive under this Agreementconfidential files for archive purposes.

Obligation. The Parties CyDex and Sage agree that they will disclose Confidential Information received from the other Party’s Confidential Information to its own (or its respective Affiliateparent’s, or with respect to TGTX, its Sublicensees’) own officers, employees, consultants and agents only if and to the extent necessary to carry out their respective responsibilities under this Agreement or in accordance with the exercise of their rights under this Agreement, and such disclosure shall be limited to the maximum extent possible consistent with such responsibilities and rights. Except as set forth in the foregoing sentence, no Party Neither party shall disclose Confidential Information of the other to any Third Party without the other’s prior written consent. In all events, however, and any and all such disclosure to a Third Party (or to any such Affiliate or Sublicensee) shall be pursuant to the terms of a non-disclosure/nonuse disclosure agreement no less restrictive than this Article VIISection 8. The Party party which disclosed Confidential Information of the other to any Third Party (or to any such Affiliate or Sublicensee) shall be responsible and liable for any disclosure or use by such Third Party, Affiliate or Sublicensee Party (or its disclosees) which would have violated this Agreement if committed by the Party party itself. No Party Neither party shall use Confidential Information of the other except as expressly allowed by and for the purposes of this Agreement. Each Party party shall take such action to preserve the confidentiality of each other’s Confidential Information as it would customarily take to preserve the confidentiality of its own Confidential Information (but in no event less than a reasonable standard of care). Upon expiration or any termination of this Agreementthe Evaluation Period, each Party, upon if so requested by the otherother party a party shall promptly return all relevant records and materials in its possession or control containing or embodying the other party’s request, shall return or destroy (at Disclosing Party’s discretion) all the Confidential Information disclosed to the other Party pursuant to this Agreement, (including all copies and extracts of documents); provided, within 60 days after the requesthowever, except for that each party may retain one archival copy (and such electronic copies that exist as part of the Partyparty’s computer systems, network storage systems and electronic backup systems) of such records and materials solely to be able to monitor its obligations that survive under this Agreement.

Obligation. The Parties Licensor and TGTX agree that they will disclose the other Party’s Confidential Information to its own (or its respective Affiliate’s, or with respect to TGTX, its Sublicensees’) officers, employees, consultants and agents only if and to the extent necessary to carry out their respective responsibilities under this Agreement or in accordance with the exercise of their rights under this Agreement, and such disclosure shall be limited to the maximum extent possible consistent with such responsibilities and rights. Except as set forth in the foregoing sentence, no Party shall disclose Confidential Information of the other to any Third Party without the other’s prior written consent. In all events, however, any and all disclosure to a Third Party (or to any such Affiliate or Sublicensee) shall be pursuant to the terms of a non-disclosure/nonuse agreement no less restrictive than this Article VII. The Party which disclosed Confidential Information of the other to any Third Party (or to any such Affiliate or Sublicensee) shall be responsible and liable for any disclosure or use by such Third Party, Affiliate or Sublicensee (or its disclosees) which would have violated this Agreement if committed by the Party itself. No Party shall use Confidential Information of the other except as expressly allowed by and for the purposes of this Agreement. Each Party shall take such action to preserve the confidentiality of each other’s Confidential Information as it would customarily take to preserve the confidentiality of its own Confidential Information (but in no event less than a reasonable standard of care). Upon expiration or termination of this Agreement, each Party, upon the other’s request, shall return or destroy (at Disclosing Party’s discretion) all the Confidential Information disclosed to the other Party pursuant to this Agreement, including all copies and extracts of documents, within 60 * ( * ) days after the request, except for one archival copy (and such electronic copies that exist as part of the Party’s computer systems, network storage systems and electronic backup systems) of such materials solely to be able to monitor its obligations that survive under this Agreement.

Obligation. The Parties CyDex and Sage agree that they will disclose Confidential Information received from the other Party’s Confidential Information to its own (or its respective Affiliateparent’s, or with respect to TGTX, its Sublicensees’) own officers, employees, consultants and agents only if and to the extent necessary to carry out their respective responsibilities under this Agreement or in accordance with the exercise of their rights under this Agreement, and such disclosure shall be limited to the maximum extent possible consistent with such responsibilities and rights. Except as set forth in the foregoing sentence, no Party Neither party shall disclose Confidential Information of the other to any Third Party without the other’s prior written consent. In all events, however, and any and all such disclosure to a Third Party (or to any such Affiliate or Sublicensee) shall be pursuant to the terms of a non-disclosure/nonuse disclosure agreement no less restrictive than this Article VIISection 6. The Party party which disclosed Confidential Information of the other to any Third Party (or to any such Affiliate or Sublicensee) shall be responsible and liable for any disclosure or use by such Third Party, Affiliate or Sublicensee Party (or its disclosees) which would have violated this Agreement if committed by the Party party itself. No Party Neither party shall use Confidential Information of the other except as expressly allowed by and for the purposes of this Agreement. Each Party party shall take such action to preserve the confidentiality of each other’s Confidential Information as it would customarily take to preserve the confidentiality of its own Confidential Information (but in no event less than a reasonable standard of care). Upon expiration or termination of Unless otherwise specified in this Agreement and subject to terms and conditions in this Agreement, each Party, upon if so requested by the otherother party a party shall promptly return all relevant records and materials in its possession or control containing or embodying the other party’s request, shall return or destroy (at Disclosing Party’s discretion) all the Confidential Information disclosed to the other Party pursuant to this Agreement, (including all copies and extracts of documents); provided, within 60 days after the requesthowever, except for that each party may retain one archival copy (and such electronic copies that exist as part of the Partyparty’s computer systems, network storage systems and electronic backup systems) of such records and materials solely to be able to monitor its obligations that survive under this Agreement.. ***Text Omitted and Filed Separately with the Securities and Exchange Commission Confidential Treatment Requested Under 17 C.F.R. Sections 200.80(b)(4) and 230.406

Obligation. The Parties CyDex and Hospira agree that they will disclose the other Partyother’s Confidential Information to its own (or its respective Affiliate’s, or with respect to TGTX, its SublicenseesAffiliates’) own officers, employees, consultants and agents only if and to the extent reasonably necessary to carry out their respective responsibilities under this Agreement or in accordance with the exercise of their rights under this Agreement, and such disclosure shall be limited to the maximum extent reasonably possible consistent with such responsibilities and rights. Except as set forth provided in the foregoing previous sentence, no Party neither party shall disclose Confidential Information of the other to any Third Party without the other’s prior written consent. In all events, however, any and all Any disclosure to a Third Party (or to any such Affiliate or Sublicensee) shall be pursuant to the terms of a non-disclosure/nonuse disclosure agreement no less restrictive than substantially similar to the requirements of this Article VIISection 7. The Party party which disclosed Confidential Information of the other to any Third Party (or to any such Affiliate or Sublicensee) shall be responsible and liable for any disclosure or use by such Third Party, Affiliate or Sublicensee Party (or its disclosees) which would have violated this Agreement if committed by the Party party itself. No Party Neither party shall use Confidential Information of the other except as expressly allowed by and for the purposes of this Agreement. Each Party party shall take such action to preserve the confidentiality of each other’s Confidential Information as it would customarily take to preserve the confidentiality of its own *** Certain information on this page has been omitted and filed separately with the Commission. Confidential treatment has been requested with respect to the omitted portions. Confidential Information (but in no event less than a reasonable standard of care). Upon expiration or termination of Unless otherwise specified in this Agreement and subject to terms and conditions in this Agreement, each Party, upon if so requested by the otherother party a party shall promptly return all relevant records and materials in its possession or control containing or embodying the other party’s request, shall return or destroy (at Disclosing Party’s discretion) all the Confidential Information disclosed to the other Party pursuant to this Agreement, (including all copies and extracts of documents); provided, within 60 days after the requesthowever, except for that each party may retain one archival copy (and such electronic copies that exist as part of the Partyparty’s computer systems, network storage systems and electronic backup systems) of such records and materials solely to be able to monitor its obligations that survive under this Agreement.

Obligation. The Parties Licensor and AUM agree that they will disclose the other Party’s Confidential Information to its own (or its respective Affiliate’s, or with respect to TGTXAUM, its Sublicensees’) officers, employees, consultants and agents (“Representatives”) only if and to the extent necessary to carry out their respective responsibilities under this Agreement or in accordance with the exercise of their rights under this Agreement, and such disclosure shall be limited to the maximum extent possible consistent with such responsibilities and rights. Except as set forth in the foregoing sentence, no Party shall disclose Confidential Information of the other to any Third Party without the other’s prior written consent. In all events, however, any and all disclosure to a Third Party (or to any such Affiliate or Sublicensee) shall be pursuant to the terms and conditions of a non-disclosure/nonuse agreement no less restrictive than this Article VII. The Party which disclosed Confidential Information of the other to any Third Party (or to any such Affiliate or SublicenseeRepresentatives) shall be responsible and liable for any disclosure or use by such Third Party, Affiliate or Sublicensee Representatives (or its disclosees) which would have violated this Agreement if committed by the Party itself. No Party shall use Confidential Information of the other except as expressly allowed by and for the purposes of exercising its rights or performing its obligations under this Agreement or otherwise as expressly allowed under this Agreement. Each Party shall take such action to preserve the confidentiality of each other’s Confidential Information as it would customarily take to preserve the confidentiality of its own Confidential Information (but in no event less than a reasonable standard of care). Upon expiration or termination of this Agreement, each Receiving Party, upon the otherDisclosing Party’s request, shall return or destroy (at Disclosing Party’s discretion) all the Confidential Information disclosed to the other Receiving Party pursuant to this Agreement, including all copies and extracts of documents, within 60 sixty (60) days after the request, except for one archival copy (and such electronic copies that exist as part of the Party’s computer systems, network storage systems and electronic backup systems) of such materials solely to be able to monitor its obligations that survive under this Agreement.

Obligation. The Parties CyDex and Sage agree that they will disclose Confidential Information received from the other Party’s Confidential Information to its own (or its respective Affiliateparent’s, or with respect to TGTX, its Sublicensees’) own officers, employees, consultants and agents only if and to the extent necessary to carry out their respective responsibilities under this Agreement or in accordance with the exercise of their rights under this Agreement, and such disclosure shall be limited to the maximum extent possible consistent with such responsibilities and rights. Except as set forth in the foregoing sentence, no Party Neither party shall disclose Confidential Information of the other to any Third Party without the other’s prior written consent. In all events, however, and any and all such disclosure to a Third Party (or to any such Affiliate or Sublicensee) shall be pursuant to the terms of a non-disclosure/nonuse disclosure agreement no less restrictive than this Article VIISection 6. The Party party which disclosed Confidential Information of the other to any Third Party (or to any such Affiliate or Sublicensee) shall be responsible and liable for any disclosure or use by such Third Party, Affiliate or Sublicensee Party (or its disclosees) which would have violated this Agreement if committed by the Party party itself. No Party Neither party shall use Confidential Information of the other except as expressly allowed by and for the purposes of this Agreement. Each Party party shall take such action to preserve the confidentiality of each other’s Confidential Information as it would customarily take to preserve the confidentiality of its own Confidential Information (but in no event less than a reasonable standard of care). Upon expiration or termination of Unless otherwise specified in this Agreement and subject to terms and conditions in this Agreement, each Party, upon if so requested by the otherother party a party shall promptly return all relevant records and materials in its possession or control containing or embodying the other party’s request, shall return or destroy (at Disclosing Party’s discretion) all the Confidential Information disclosed to the other Party pursuant to this Agreement, (including all copies and extracts of documents); provided, within 60 days after the requesthowever, except for that each party may retain one archival copy (and such electronic copies that exist as part of the Partyparty’s computer systems, network storage systems and electronic backup systems) of such records and materials solely to be able to monitor its obligations that survive under this Agreement.