Common use of Product Information Clause in Contracts

Product Information. Ardelyx recognizes that by reason of, among other things, AstraZeneca’s status as an exclusive licensee pursuant to the grants under Section 2.1, AstraZeneca has an interest in Ardelyx’s retention in confidence of information relating to the Licensed Compounds or Licensed Products, and the Exploitation thereof. Accordingly, until the expiration of AstraZeneca’s exclusive license with respect to the Licensed Compounds and Licensed Products, Ardelyx shall, and shall cause its Affiliates and their respective officers, directors, employees and agents to, keep confidential, and not publish or otherwise disclose, and not use directly or indirectly for any purpose other than to perform Ardelyx’s obligations under this Agreement, any (a) Regulatory Documentation including any Regulatory Approvals with respect to any Licensed Compound or Licensed Product, (b) Information that is either Controlled by Ardelyx or provided to Ardelyx pursuant to this Agreement relating to Licensed Patents, Sole Program Know-How owned by Ardelyx, Joints Inventions or Ardelyx Sole Invention Patents, (c) Information that is either Controlled by Ardelyx or provided to Ardelyx pursuant to this Agreement relating to the Development, Manufacture or Commercialization of Licensed Compounds or Licensed Products, or to the Regulatory Documentation or Regulatory Approvals for Licensed Compounds or Licensed Products, including development, sales or marketing plans therefor (collectively, (a), (b), and (c) “Product Information”) except, in each case, to the extent (i) the Product Information is in the public domain, prior to the Effective Date, or thereafter comes into the public domain through no fault of Ardelyx, its Affiliates or any of their respective officers, directors, employees or agents or (ii) the disclosure or use of such Product Information would be expressly permitted under Section 10.5 or is otherwise expressly authorized under this Agreement. For clarification, the disclosure or transfer by Ardelyx to AstraZeneca or by AstraZeneca to Ardelyx of any Product Information shall not cause such information to cease to be subject to the provisions of this Section 10.1. In the event this Agreement is terminated in its entirety or in a given country for any reason, this Section 10.1 shall as from the effective date of such termination have no continuing force or effect (provided that if such termination is with respect to one or several specific country(ies) only, then this Section 10.1 will have no continuing force or effect as to such specific country(ies)) and all Product Information shall be deemed to be Confidential Information of the Party that disclosed such Product Information, or on whose behalf such Product Information was disclosed, pursuant to this Agreement, for purposes of the surviving provisions of this Agreement.

Product Information. Ardelyx recognizes (a) The Parties recognize that by reason of, among other things, AstraZeneca’s status as an exclusive licensee pursuant the requirement that Sanofi exercises the Option to Continue prior to the grants license grant under Section 2.12.2 becoming effective, AstraZeneca has and Ardelyx’s grant of the exclusive Option to Continue to Sanofi, both Parties have an interest in Ardelyx’s the retention in confidence of certain information relating to the Licensed Program Compounds or Licensed and Program Products, and the Exploitation thereof. Accordingly, except as set forth in this Section 7.1(a), Section 7.3 or Section 7.5 or expressly authorized elsewhere in this Agreement, until such time as Sanofi exercises the expiration of AstraZeneca’s exclusive license Option to Continue and pays the Continuation Milestone in accordance with respect to the Licensed Compounds and Licensed Productsterms hereof, Ardelyx and Sanofi shall, and shall each cause its respective Affiliates and their respective officers, directors, employees and agents to, keep confidential, and not publish or otherwise disclose, and not use directly or indirectly for any purpose other than to perform Ardelyx’s its obligations under this Agreement, (i) any (a) Regulatory Documentation including any Regulatory Approvals with respect to any Licensed Compound or Licensed Product, (b) Information information that is either Controlled by Ardelyx or provided to Ardelyx pursuant to this Agreement relating to the Ardelyx Compounds or Licensed PatentsPatents or constituting Licensed Know-How or Joint Technology, or (ii) any information that is Controlled by Sanofi constituting Sole Program Know-How owned by ArdelyxSanofi or Joint Technology, Joints Inventions or Ardelyx relating to Sanofi Sole Invention Patents, (c) Information that is either Controlled by Ardelyx Patents or provided to Ardelyx pursuant to this Agreement relating to the Development, Manufacture or Commercialization of Licensed Program Compounds or Licensed Products, or to the Regulatory Documentation or Regulatory Approvals for Licensed Compounds or Licensed Products, including development, sales or marketing plans therefor (collectively, (a), (b), i) and (cii) “Product Information”) except, except in each case, to the extent (i) the Product Information is in the public domain, domain prior to the Effective Date, or thereafter comes into the public domain through no fault of Ardelyxeither Party, its Affiliates or any of their respective officers, directors, employees or agents or (ii) enters the disclosure or use of such Product Information would be expressly permitted under Section 10.5 or is otherwise expressly authorized under this Agreementpublic domain after the Effective Date. For clarification, the disclosure or transfer by Ardelyx to AstraZeneca Sanofi or by AstraZeneca Sanofi to Ardelyx of any Product Information shall not cause such information to cease to be subject to the provisions of this Section 10.17.1. In the event this Agreement is terminated in Notwithstanding anything herein, Sanofi shall not be restricted from using its entirety or in a given country own Product Information for any reasonpurpose, this Section 10.1 shall as from to the effective date of extent that such termination have no continuing force or effect (provided that if such termination is with respect to one or several specific country(ies) only, then this Section 10.1 will have no continuing force or effect as to such specific country(ies)) and all Product Information shall be deemed to be Confidential Information use would not constitute an infringement of the Party that disclosed such Product Information, or on whose behalf such Product Information was disclosed, pursuant to this Agreement, for purposes of the surviving provisions of this AgreementProgram Patents.

Product Information. Ardelyx Xxxxxxx recognizes that by reason of, among other thingsinter alia, AstraZenecaForest’s status as an exclusive licensee pursuant to the grants under Section 2.1, AstraZeneca Forest has an interest in Ardelyx’s Xxxxxxx’x retention in confidence of certain information relating to the Licensed Compounds or Licensed Products, and the Exploitation thereofof Xxxxxxx. Accordingly, until during the expiration of AstraZeneca’s exclusive license with respect to the Licensed Compounds and Licensed ProductsTerm, Ardelyx Xxxxxxx shall, and shall cause its Affiliates and its and their respective officers, directors, employees employees, and agents to, keep confidential, and not publish or otherwise disclose, and not use directly or indirectly for any purpose other than to perform Ardelyx’s fulfill Xxxxxxx’x obligations under hereunder, any Information provided by or on behalf of Xxxxxxx to Forest in connection with this Agreement, any (a) Regulatory Documentation including any Regulatory Approvals with respect whether prior to, on or after the Effective Date, relating to any Licensed Compound or Licensed Product, or the Exploitation of any of the foregoing (b) Information that is either Controlled by Ardelyx or provided to Ardelyx pursuant to this Agreement relating to Licensed Patents, Sole Program Know-How owned by Ardelyx, Joints Inventions or Ardelyx Sole Invention Patents, (c) Information that is either Controlled by Ardelyx or provided to Ardelyx pursuant to this Agreement relating to the Development, Manufacture or Commercialization of Licensed Compounds or Licensed Products, or to the Regulatory Documentation or Regulatory Approvals for Licensed Compounds or Licensed Products, including development, sales or marketing plans therefor (collectively, (a), (b), and (c) “Product Information”) except, in each case, ); except to the [*] = 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. 50 extent (ia) the Product Information is in the public domain, prior to the Effective Date, or thereafter comes into the public domain through no fault of ArdelyxXxxxxxx, its Affiliates or any of its or their respective officers, directors, employees employees, or agents agents; or (iib) the such disclosure or use of such Product Information would be is expressly permitted under Section 10.5 8.4 or is otherwise expressly authorized under this AgreementSection 8.6. For clarificationNotwithstanding the foregoing, the disclosure or transfer by Ardelyx with respect to AstraZeneca or by AstraZeneca to Ardelyx of any Product Information that does not primarily relate to the Licensed Compounds, Xxxxxxx shall have the right to use (but, for clarity, not to disclose) such Product Information in its other programs, including to develop and commercialize products other than the Licensed Products or compounds other than the Licensed Compounds. For clarity, any uses or disclosures permitted under this Section 8.1 shall not cause limit Xxxxxxx’x obligations under Section 2.8. For purposes of Section 8.4, and notwithstanding anything in Section 8.3.2 or Section 8.3.5 to the contrary, Forest shall be deemed to be the disclosing Party with respect to Product Information under Section 8.4 and Xxxxxxx shall be deemed to be the receiving Party with respect thereto. For further clarification, without limiting this Section 8.1, to the extent Product Information is disclosed by Xxxxxxx to Forest pursuant to this Agreement, such information to cease to be shall, subject to the provisions other terms and conditions of this ARTICLE 8, also constitute Confidential Information of Xxxxxxx with respect to the use and disclosure of such Information by Forest (and Xxxxxxx shall be deemed to be the disclosing Party with respect to Product Information under Section 10.18.4 and Forest shall be deemed to be the receiving Party with respect thereto). In the event this Agreement is terminated in its entirety or in a given country for any reasonentirety, this Section 10.1 8.1 shall as from the effective date of such termination have no continuing force or effect (provided that if such termination is with respect to one the use or several specific country(ies) onlydisclosure of such information solely in connection with the Exploitation of the Licensed Compounds or Licensed Products, then this Section 10.1 will have no continuing force or effect as but the Product Information, to such specific country(ies)) and all Product Information the extent disclosed by Xxxxxxx to Forest hereunder, shall be deemed continue to be Confidential Information of Xxxxxxx, subject to the Party that disclosed such Product Informationterms of Section 8.2, or on whose behalf such Product Information was disclosedSection 8.4, pursuant to this Agreement, for purposes of the surviving provisions of this AgreementSection 8.5 and Section 8.10.