Common use of Securities Filings Clause in Contracts

Securities Filings. In the event either Party proposes to file with the Securities and Exchange Commission or the securities regulators of any state or other jurisdiction a registration statement or any other disclosure document which describes or refers to the terms and conditions of this Agreement under the Securities Act of 1933, as amended, the Securities Exchange Act of 1934, as amended, or any other applicable securities Law, the Party shall notify the other Party of such intention and shall provide such other Party with a copy of relevant portions of the proposed filing prior to such filing (and any revisions to such portions of the proposed filing a reasonable time prior to the filing thereof), including any exhibits thereto relating to the terms and conditions of this Agreement, and shall use reasonable and diligent efforts to obtain confidential treatment of the terms and conditions of this Agreement that such other Party requests be kept confidential, and shall only disclose Confidential Information that it is advised by counsel is legally required to be disclosed. No such notice shall be required under this Section 9.5 if the description of or reference to this Agreement contained in the proposed filing has been included in any previous filing made by the either Party hereunder or otherwise approved by the other Party.

Securities Filings. In the event either Party or any of its Affiliates proposes to file with the Securities and Exchange Commission or the securities regulators of any state or other jurisdiction a registration statement or any other disclosure document which describes describes, refers to, or refers to the terms and conditions provides a copy of this Agreement under the Securities Act of 1933, as amended, the Securities Exchange Act of 1934, as amended, or any other applicable securities Applicable Law, the Party shall shall, and shall, if applicable, cause its Affiliate to, notify the other Party of such intention and shall provide such other Party with a copy of relevant portions of the proposed filing not less than [***] Business Days prior to such filing (and any revisions to such portions of the proposed filing a reasonable time prior to the filing thereof), including any exhibits thereto relating to the terms and conditions of this Agreement, and shall use reasonable and diligent efforts to obtain confidential treatment of the terms and conditions of any information concerning this Agreement that such other Party requests be kept confidential, and shall only disclose Confidential Information that which it is advised by counsel is legally required to be disclosed. No such notice shall be required under this Section 9.5 12.5 if the substance of the description of or reference to this Agreement contained in the proposed filing has been included in any previous filing made by the either Party or its Affiliates hereunder or otherwise has been approved by the other Party.

Securities Filings. In the event either Party proposes to file with the Securities and Exchange Commission or the securities regulators of any state state, country, province or other jurisdiction a registration statement or any other disclosure document which describes or refers to the terms and conditions of this Agreement under the Securities Act of 1933, as amended, the Securities Exchange Act Act, of 1934, as amended, or any other applicable securities Applicable Law, the such Party shall notify the other Party of such intention and shall provide such other Party with a copy of relevant portions of the proposed filing not less than five (5) business days prior to such filing (and any revisions to such portions of the proposed filing a reasonable time prior to the filing thereof), including any exhibits thereto relating to the terms and conditions of this Agreement, and shall use reasonable and diligent efforts to obtain confidential treatment of the terms and conditions of any information concerning this Agreement that such other Party requests be kept confidential, and shall only disclose Confidential Information that of the Disclosing Party which it is advised by counsel is legally required to be disclosed. No such notice shall be required under this Section 9.5 11.7 if the substance of the description of or reference to this Agreement contained in the proposed filing has been included in any previous filing made by the either other Party hereunder or otherwise approved by the other Party.

Securities Filings. In Notwithstanding anything to the contrary in this ARTICLE 14, in the event either Party proposes to file with the Securities and Exchange Commission or the securities regulators of any state or other jurisdiction a registration statement or any other disclosure document which that describes or refers to the terms and conditions of this Agreement under the Securities Act of 1933, as amended, the Securities Exchange Act of 1934, as amended, or any other applicable securities Lawrelated agreements between the Parties, the such Party shall notify the other Party of such intention and shall provide such the other Party with a copy of relevant portions of the proposed filing at least ten (10) Business Days prior to such filing (and any revisions to such portions of the proposed filing a reasonable time prior to the filing thereof), including any exhibits thereto relating that refer to the other Party or the terms and conditions of this Agreement, and Agreement or any related agreements between the Parties. The Party making such filing shall use reasonable and diligent efforts cooperate in good faith with the other Party to obtain confidential treatment of the terms and conditions of this Agreement or any related agreements between the Parties that such the other Party requests to be kept confidentialconfidential or otherwise afforded confidential treatment, and shall only disclose Confidential Information that it is reasonably advised by outside counsel is legally required to be disclosed. No such notice and provision of a copy shall be required under this Section 9.5 if the description of or reference to this Agreement contained in the proposed filing has been included in any previous filing made by the either Party hereunder or otherwise approved by the other Party.a related agreement

Securities Filings. In the event either Party proposes to file with the Securities and Exchange Commission or the securities regulators of any state or other jurisdiction a registration statement or any other disclosure document which describes or refers to the terms and conditions of this Agreement under the Securities Act of 1933, as amended, the Securities Exchange Act of 1934, as amended, or any other applicable securities Law, the Party shall notify the other Party of such intention and shall provide such other Party with a copy of relevant portions of the proposed filing prior to such filing (and any revisions to such portions of the proposed filing a reasonable time prior to the filing thereof), including any exhibits thereto relating to the terms and conditions of this Agreement, and shall use reasonable and diligent efforts to obtain confidential treatment of the terms and conditions of this Agreement that such other Party requests be kept confidential, and shall only disclose Confidential Information that it is advised by counsel that it legally is legally required to be discloseddisclose. No such notice shall be required under this Section 9.5 8.4 if the description of or reference to this Agreement contained in the proposed filing has been included in any previous filing made by the either Party hereunder or otherwise approved by the other Party.

Securities Filings. In the event either Party proposes to file with the Securities and Exchange Commission or the securities regulators of any state or other jurisdiction a registration statement or any other disclosure document which describes or refers to the terms and conditions of this Agreement under the Securities Act of 1933, as amended, the Securities Exchange Act Act, of 1934, as amended, or any other applicable securities Lawlaw, the Party shall notify the other Party of such intention and shall provide such other Party with a copy of relevant portions of the proposed filing not less than five (5) business days prior to such filing (and any revisions to such portions of the proposed filing a reasonable time prior to the filing thereof), including any exhibits thereto relating to the terms and conditions of this Agreement, and shall use reasonable and diligent efforts to obtain confidential treatment of any information concerning the terms and conditions of this Agreement that such other Party requests be kept confidential, and shall only disclose Confidential Information that which it is advised by counsel is legally required to be disclosed. No such notice shall be required under this Section 9.5 14.5 if the substance of the description of or reference to this Agreement contained in the proposed filing has been included in any previous filing made by the either Party hereunder or otherwise approved by the other Party.

Securities Filings. In the event either Party proposes to file with the Securities and Exchange Commission Commission, or the securities regulators of any state or other jurisdiction jurisdiction, a registration statement or any other disclosure document which describes or refers to the terms and conditions of this Agreement under the Securities Act of 1933, as amended, the Securities Exchange Act Act, of 1934, as amended, or any other applicable securities LawLaws, the Party shall notify the other Party of such intention and shall provide such other Party with a copy of relevant portions of the proposed filing not less than [**] prior to such filing (and any revisions to such portions of the proposed filing a reasonable time prior to the filing thereof), including any exhibits thereto relating to the terms and conditions of this Agreement, and shall use reasonable and diligent efforts to obtain confidential treatment of any information concerning the terms and conditions of this Agreement that such other Party requests be kept confidential, and shall only disclose Confidential Information that which it is advised by counsel is legally required to be disclosed. No such notice shall be required under this Section 9.5 4.5 if the substance of the description of or reference to this Agreement contained in the proposed filing has been included in any previous filing made by the either Party hereunder in accordance with this Section or the disclosure has otherwise been approved by the other Party.

Securities Filings. In the event either Party proposes to file with the Securities and Exchange Commission or the securities regulators of any state or other jurisdiction a registration statement or any other disclosure document which describes or refers to the terms and conditions of this Agreement under the Securities Act of 1933, as amended, the Securities Exchange Act Act, of 1934, as amended, or any other applicable securities Law, the Party shall notify the other Party of such intention and shall provide such other Party with a copy of relevant portions of the proposed filing not less than ten (10) Business Days prior to such filing (and any revisions to such portions of the proposed filing a reasonable time prior to the filing thereof), including any exhibits thereto relating to the terms and conditions of this Agreement, and shall use reasonable and diligent efforts to obtain confidential treatment of any information concerning the terms and conditions of this Agreement that such other Party requests be kept confidential, and shall only disclose Confidential Information that which it is advised by counsel is legally required to be disclosed. No such notice shall be required under this Section 9.5 11(d) if the substance of the description of or reference to this Agreement contained in the proposed filing has been included in any previous filing made by the either Party hereunder or otherwise approved by the other Party.

Securities Filings. In the event either Party proposes to file with the Securities and Exchange Commission Commission, or the securities regulators of any state or other jurisdiction jurisdiction, a registration statement or any other disclosure document which describes or refers to the terms and conditions of this Agreement under the Securities Act of 1933, as amended, the Securities Exchange Act Act, of 1934, as amended, or any other applicable securities Law, the Party shall notify the other Party of such intention and shall provide such other Party with a copy of relevant portions of the proposed filing not less than [**] prior to such filing (and any revisions to such portions of the proposed filing a reasonable time prior to the filing thereof), including any exhibits thereto relating to the terms and conditions of this Agreement, and shall use reasonable and diligent efforts to obtain confidential treatment of the terms and conditions of any information concerning this Agreement that such other Party requests be kept confidential, and shall only disclose Confidential Information that which it is advised by counsel is legally required to be disclosed. No such notice shall be required under this Section 9.5 9.4 if the substance of the description of or reference to this Agreement contained in the proposed filing has been included in any previous filing made by the either Party hereunder or otherwise approved by the other Party.

Securities Filings. In the event either Party proposes to file with the Securities and Exchange Commission or the securities regulators of any state or other jurisdiction a registration statement or any other disclosure document which describes or refers to the terms and conditions of this Agreement under the Securities Act of 1933, as amended, the Securities Exchange Act of 1934, as amended, or any other applicable securities Applicable Law, the Party shall notify the other Party of such intention and shall provide such other Party with a copy of relevant portions of the proposed filing prior to such filing (and any revisions to such portions of the proposed filing a reasonable time prior to the filing thereof), including any exhibits thereto relating to the terms and conditions of this Agreement, and shall use reasonable and diligent efforts to obtain confidential treatment of the terms and conditions of this Agreement that such other Party reasonably requests be kept confidential, and shall only disclose Confidential Information that it is advised by counsel is legally required to be disclosed. No such notice shall be required under this Section 9.5 if the description of or reference to this Agreement contained in the proposed filing has been included in any previous filing made by the either Party hereunder or otherwise approved by the other Party.

Securities Filings. In the event either Party proposes to file with the Securities and Exchange Commission or the securities regulators of any state or other jurisdiction a registration statement or any other disclosure document which describes or refers to the terms and conditions of this Agreement under the Securities Act of 1933, as amended, the Securities Exchange Act of 1934, as amended, or any other applicable securities LawLaws, the Party shall notify the other Party of such intention and shall provide such other Party with a copy of relevant portions of the proposed filing not less than [***] business days prior to such filing (and any revisions to such portions of the proposed filing a reasonable time prior to the filing thereof), including any exhibits thereto relating to the terms and conditions of this Agreement, Agreement and shall use reasonable and diligent efforts to obtain confidential treatment of the terms and conditions of any information concerning this Agreement that such other Party requests be kept confidential, confidential and shall only disclose Confidential Information that which it is advised by counsel is legally required to be disclosed. No such notice shall be required under this Section 9.5 11.4 if the substance of the description of or reference to this Agreement contained in the proposed filing has been included in any previous filing made by the either other Party hereunder or otherwise approved by the other Party.

Securities Filings. In the event If either Party proposes to file with the Securities and Exchange Commission Commission, or the securities regulators of any state or other jurisdiction jurisdiction, a registration statement or any other disclosure document which describes or refers to the terms and conditions of this Agreement under the Securities Act of 1933, as amended, the Securities Exchange Act of 1934, as amended, or any other applicable securities Lawlaw, the Party shall notify the other Party of such intention and shall provide such other Party with a copy of relevant portions of the proposed filing not less than [***] Business Days (or such other period as is reasonable under the circumstances) prior to such filing (and any revisions to such portions of the proposed filing a reasonable time prior to the filing thereof), including any exhibits thereto relating to the terms and conditions of this Agreement, and shall use reasonable and diligent efforts to obtain confidential treatment of any information concerning the terms and conditions of this Agreement that such other Party requests be kept confidential, and shall only disclose Confidential Information that which it is advised by counsel is legally required to be disclosed. No such notice shall be required under this Section 9.5 7.6 if the substance of the description of or reference to this Agreement contained in the proposed filing has been included in any previous filing made by the either Party hereunder or otherwise approved in writing by the other Party. [***] Certain information in this document has been omitted and filed separately with the Securities and Exchange Commission. Confidential treatment has been requested with respect to the omitted portions.

Securities Filings. In the event either Party proposes to file with the Securities and Exchange Commission or the securities regulators of any state or other jurisdiction a registration statement or any other disclosure document which describes or refers to the terms and conditions of this Agreement under the Securities Act of 1933, as amended, the Securities Exchange Act of 1934, as amended, or any other applicable securities LawLaws, the Party shall notify the other Party of such intention and shall provide such other Party with a copy of relevant portions of the proposed filing not less than [***]*** business days prior to such filing (and any revisions to such portions of the proposed filing a reasonable time prior to the filing thereof), including any exhibits thereto relating to the terms and conditions of this Agreement, Agreement and shall use reasonable and diligent efforts to obtain confidential treatment of the terms and conditions of any information concerning this Agreement that such other Party requests be kept confidential, confidential and shall only disclose Confidential Information that which it is advised by counsel is legally required to be disclosed. No such notice shall be required under this Section 9.5 11.4 if the substance of the description of or reference to this Agreement contained in the proposed filing has been included in any previous filing made by the either other Party hereunder or otherwise approved by the other Party.

Securities Filings. In the event If either Party proposes to file with the Securities and Exchange Commission or the securities regulators of any state or other jurisdiction a registration statement or any other disclosure document which that describes or refers to the terms and conditions of this Agreement under the Securities Act of 1933, as amended, the Securities Exchange Act of 1934, as amended, or any other applicable securities Applicable Law, the Party shall notify the other Party of such intention and shall provide such other Party with a copy of relevant portions of the proposed filing prior to such filing (and any revisions to such portions of the proposed filing a reasonable time prior to the filing thereof), including any exhibits thereto relating to the terms and conditions of this Agreement, and shall use reasonable and diligent efforts to obtain confidential treatment of the terms and conditions of this Agreement that such other Party requests be kept confidential, and shall only disclose Confidential Information that it is advised requested by counsel is the Securities and Exchange Commission or legally required to be disclosed. No such notice shall be required under this Section 9.5 6.4 if the description of or reference to this Agreement contained in the proposed filing has been included in the press release or in any previous filing made by the either Party hereunder or otherwise approved by the other Party.

Securities Filings. In the event either Party proposes to file with the Securities and Exchange Commission or the securities regulators of any state or other jurisdiction a registration statement or any other disclosure document which describes or refers to the terms and conditions of this Agreement under the Securities Act of 1933, as amended, the Securities Exchange Act of 1934, as amended, or any other applicable securities Law, the such Party shall notify the other Party of such intention and shall provide such other Party with a copy of relevant portions of the proposed filing [***] Business Days (or such shorter time as practicable) prior to such filing (and any revisions to such portions of the proposed filing a reasonable time prior to the filing thereof)filing, including without limitation any exhibits thereto relating to the terms and conditions of this Agreement, and . The Party making such filing shall use reasonable and diligent efforts to obtain confidential treatment of the terms and conditions of this Agreement or any portion thereof that such other Party requests be kept confidential, and shall only disclose Confidential Information that it is advised by its counsel is legally required to be disclosed. No such notice shall be required under this Section 9.5 8.5 if the description of or reference to this Agreement contained in the proposed filing has been included in any previous filing made by the either Party hereunder or otherwise approved by the other Party.

Securities Filings. In the event either Party party proposes to file with the Securities and Exchange Commission or the securities regulators of any state or other jurisdiction a registration statement or any other disclosure document which describes or refers to the terms and conditions of this Agreement under the Securities Act of 1933, as amended, the Securities Exchange Act Act, of 1934, as amended, or any other applicable securities Lawlaw, the Party party shall notify the other Party party of such intention and shall provide such other Party party with a copy of relevant portions of the proposed filing not less than ten (10) business days prior to such filing (and any revisions to such portions of the proposed filing a reasonable time prior to the filing thereof), including any exhibits thereto relating to the terms and conditions of this Agreement, and shall use reasonable and diligent efforts [**] to obtain confidential treatment of any information concerning the terms and conditions of this Agreement that such other Party party requests be kept confidential, and shall only disclose Confidential Information that which it is advised by counsel is legally required to be disclosed. No such notice shall be required under this Section 9.5 8.1.4 if the substance of the description of or reference to this Agreement contained in the proposed filing has been included in any previous filing made by the either Party party hereunder or otherwise approved by the other Partyparty.

Securities Filings. In the event either Party proposes to file with the Securities and Exchange Commission or the securities regulators of any state or other jurisdiction a registration statement or any other disclosure document which describes or refers to the terms and conditions of this Agreement under the Securities Act of 1933, as amended, the Securities Exchange Act of 1934, as amendedAct, or any other applicable Applicable Law relating to securities Lawmatters, the that Party shall notify the other Party of such intention and shall provide such other Party with a copy of relevant portions of the proposed filing not less than five (5) Business Days prior to such filing (and any revisions to such portions of the proposed filing a reasonable time prior to the filing thereof), including any exhibits thereto relating to the terms and conditions of this Agreement, and shall use reasonable and diligent efforts to obtain confidential treatment of the terms and conditions of any information concerning this Agreement that such other Party requests be kept confidential, and shall only disclose Confidential Information that which it is advised by counsel or the Securities and Exchange Commission is legally required to be disclosed. No such notice shall be required under this Section 9.5 5.2(e) if the substance of the description of or reference to this Agreement contained in the proposed filing has been included in any previous filing made by the either Party hereunder or otherwise approved by the other Party.

Securities Filings. In the event If either Party proposes to file with the Securities and Exchange Commission Commission, or the securities regulators of any state or other jurisdiction jurisdiction, a registration statement or any other disclosure document which describes or refers to the terms and conditions of this Agreement under the Securities Act of 1933, as amended, the Securities Exchange Act of 1934, as amended, or any other applicable securities Lawlaw, the Party shall notify the other Party of such intention and shall provide such other Party with a copy of relevant portions of the proposed filing not less than ten (10) Business Days (or such other period as is reasonable under the circumstances) prior to such filing (and any revisions to such portions of the proposed filing a reasonable time prior to the filing thereof), including any exhibits thereto relating to the terms and conditions of this Agreement, and shall use reasonable and diligent efforts to obtain confidential treatment of any information concerning the terms and conditions of this Agreement that such other Party requests be kept confidential, and shall only disclose Confidential Information that which it is advised by counsel is legally required to be disclosed. No such notice shall be required under this Section 9.5 7.6 if the substance of the description of or reference to this Agreement contained in the proposed filing has been included in any previous filing made by the either Party hereunder or otherwise approved in writing by the other Party.

Securities Filings. In the event either Party proposes to file with the Securities and Exchange Commission or the securities regulators of any state or other jurisdiction a registration statement or any other disclosure document which describes or refers to the terms and conditions of this Agreement under the Securities Act of 1933, as amended, the Securities Exchange Act of 1934, as amended, or any other applicable securities Law, the Party shall notify the other Party of such intention and shall provide such other Party with a copy of relevant portions of the proposed filing not less than ten (10) business days prior to such filing (and any revisions to such portions of the proposed filing a reasonable time prior to the filing thereof), including any exhibits thereto relating to the terms and conditions of this Agreement, and shall use reasonable and diligent efforts to obtain confidential treatment of the terms and conditions of this Agreement that such other Party requests be kept confidential, and shall only disclose Confidential Information that which it is advised by counsel is legally required to be disclosed or required to be disclosed. BMS acknowledges that this Agreement would be filed with the Securities and Exchange Commission and made public in connection with an Elixir IPO, subject to any confidential treatment requested and obtained by Elixir therefore. No such notice shall be required under this Section 9.5 11.4 if the substance of the description of or reference to this Agreement contained in the proposed filing has been included in any previous filing made by the either Party hereunder or otherwise approved by the other Party.

Securities Filings. In the event either Party proposes to file with the Securities and Exchange Commission or the securities regulators of any state or other jurisdiction a registration statement or any other disclosure document which describes which, in the reasonable opinion of such Party’s counsel or refers to independent financial auditor, requires disclosure of the terms and conditions of this Agreement or other information relating to this Agreement or the transactions contemplated hereby under the Securities Act of 1933, as amended, the Securities Exchange Act of 1934, as amended, or any other applicable securities Law, the such Party shall notify the other Party of such intention and opinion and shall provide such other Party with a copy of relevant portions of the proposed filing [***] Business Days (or such shorter time as practicable) prior to such filing (and any revisions to such portions of the proposed filing a reasonable time prior to the filing thereof)filing, including any exhibits thereto relating to the terms and conditions of this Agreement, and . The Party making such filing shall use reasonable and diligent efforts to obtain seek confidential treatment of the terms and conditions of this Agreement or any portion thereof that such other Party reasonably requests be kept confidential, and shall only disclose Confidential Information that it is advised by its counsel is legally required to be discloseddisclosed or by its independent financial auditor is required to be disclosed under applicable securities Law. No such notice shall be is required under this Section 9.5 12.5 if the description of or reference to this Agreement contained included in the proposed filing has been included in any previous filing made by the either Party hereunder in accordance with this Section 12.5 or otherwise approved for public disclosure by the other PartyParty in writing.

Securities Filings. In the event either Party proposes to file with the Securities and Exchange Commission or the securities regulators of any state or other jurisdiction a registration statement or any other disclosure document which describes or refers to the terms and conditions of this Agreement under the Securities Act of 1933, as amended, the Securities Exchange Act Act, of 1934, as amended, or any other applicable securities LawLaws, the Party shall notify the other Party of such intention and shall provide such other Party with a copy of relevant portions of the proposed filing not less than five (5) business days prior to such filing (and any revisions to such portions of the proposed filing a reasonable time prior to the filing thereof), including any exhibits thereto relating to the terms and conditions of this Agreement, and shall use reasonable and diligent efforts to obtain confidential treatment of the terms and conditions of any information concerning this Agreement that such other Party requests be kept confidential, and shall only disclose Confidential Information that which it is advised by counsel is legally required to be disclosed. No such notice shall be required under this Section 9.5 11.4 if the substance of the description of or reference to this Agreement contained in the proposed filing has been included in any previous filing made by the either other Party hereunder or otherwise approved by the other Party.

Securities Filings. In the event either a Party proposes to file with the Securities and Exchange Commission SEC or the securities regulators of any state or other jurisdiction a registration statement or any other disclosure document which describes or refers to the terms and conditions of this Agreement under the Securities Act of 1933, as amendedAct, the Securities Exchange Act Act, of 1934, as amended, or any other applicable securities Lawlaws, the such Party shall will notify the other Party in writing of such intention and shall will provide such other Party with a copy of relevant portions of the proposed filing not less than five (5) days prior to such filing (and any revisions to such portions of the proposed filing a reasonable time prior to the filing thereof), including without limitation any exhibits thereto relating appendices to the terms and conditions of this Agreement, will consider in good faith the other Party’s comments and shall will use reasonable and diligent efforts to obtain confidential treatment of the terms and conditions of any information concerning this Agreement that such other Party requests requests, no later than two (2) days prior to such filing, be kept confidential, and shall will only disclose Confidential Information that it is advised by counsel is legally required to be disclosed. No such notice shall will be required under this Section 9.5 5.5 if the substance of the description of or reference to this Agreement contained in the proposed filing has been included in any previous filing made by the either Party hereunder or otherwise approved by the other PartyParty (including pursuant to Section 5.6).

Securities Filings. In the event either Party proposes to file with the Securities and Exchange Commission or the securities regulators of any state state, country, province or other jurisdiction a registration statement or any other disclosure document which describes or refers to the terms and conditions of this Agreement under the Securities Act of 1933, as amended, the Securities Exchange Act Act, of 1934, as amended, or any other applicable securities Applicable Law, the Party shall notify the other Party of such intention and shall provide such other Party with a copy of relevant portions of the proposed filing not less than five (5) business days prior to such filing (and any revisions to such portions of the proposed filing a reasonable time prior to the filing thereof), including any exhibits thereto relating to the terms and conditions of this Agreement, and shall use reasonable and diligent efforts to obtain confidential treatment of the terms and conditions of any information concerning this Agreement that such other Party requests be kept confidential, and shall only disclose Confidential Information that of the Disclosing Party which it is advised by counsel is legally required to be disclosed. No such notice shall be required under this Section 9.5 11.4 if the substance of the description of or reference to this Agreement contained in the proposed filing has been included in any previous filing made by the either other Party hereunder or otherwise approved by the other Party.

Securities Filings. In the event either Party proposes to file with the Securities and Exchange Commission or the securities regulators of any state state, country, province or other jurisdiction a registration statement or any other disclosure document which describes or refers to the terms and conditions of this Agreement under the Securities Act of 1933, as amended, the Securities Exchange Act of 1934, as amended, or any other applicable securities Applicable Law, the such Party shall will notify the other Party of such intention and shall will provide such other Party with a copy of relevant portions of the proposed filing not less than [***] Business Days prior to such filing (and any revisions to such portions of the proposed filing a reasonable time prior to the filing thereof), including any exhibits thereto relating to the terms and conditions of this Agreement, and shall will use reasonable and diligent efforts to obtain confidential treatment of the terms and conditions of any information concerning this Agreement that such other Party requests be kept confidential, and shall will only disclose Confidential Information that of the Disclosing Party which it is advised by counsel is legally required to be disclosed. No such notice shall will be required under this Section 9.5 8.5 if the substance of the description of or reference to this Agreement contained in the proposed filing has been included in any previous filing made by the either other Party hereunder or otherwise approved by the other Party.

Securities Filings. In the event If either Party proposes to file with the Securities and Exchange Commission Commission, or the securities regulators of any state or other jurisdiction jurisdiction, a registration statement or any other disclosure document which describes or refers to the terms and conditions of this Agreement under the Securities Act of 1933, as amended, the Securities Exchange Act of 1934, as amended, or any other applicable securities Lawlaw, the Party shall notify the other Party of such intention and shall provide such other Party with a copy of relevant portions of the proposed filing not less than [***] (or such other period as is reasonable under the circumstances) prior to such filing (and any revisions to such portions of the proposed filing a reasonable time prior to the filing thereof), including any exhibits thereto relating to the terms and conditions of this Agreement, and shall use reasonable and diligent efforts to obtain confidential treatment of any information concerning the terms and conditions of this Agreement that such other Party requests be kept confidential, and shall only disclose Confidential Information that which it is advised by counsel is legally required to be disclosed. No such notice shall be required under this Section 9.5 7.6 if the substance of the description of or reference to this Agreement contained in the proposed filing has been included in any previous filing made by the either Party hereunder or otherwise approved in writing by the other Party.

Securities Filings. In the event Notwithstanding Section 5.2, if either Party party proposes to file with the Securities and Exchange Commission or the securities regulators of any state or other jurisdiction a registration statement or any other disclosure document which that describes or refers to the terms and conditions of this Agreement under the Securities Act of 1933, as amended, the Securities Exchange Act of 1934, as amended, or any other applicable securities Applicable Law, the Party party shall notify the other Party party of such intention and shall provide such other Party party with a copy of relevant portions of the proposed filing prior to such filing (and any revisions to such portions of the proposed filing a reasonable time prior to the filing thereof), including any exhibits thereto relating to the terms and conditions of this Agreement, and shall use reasonable and diligent efforts to obtain confidential treatment of the terms and conditions of this Agreement that such other Party party requests be kept confidential, and shall only disclose Confidential Information that it is advised requested by counsel is the Securities and Exchange Commission or legally required to be disclosed. No such notice shall be required under this Section 9.5 5.3 if the description of or reference to this Agreement contained in the proposed filing has been included in a mutually agreeable press release or in any previous filing made by the either Party party hereunder or otherwise approved by the other Partyparty.

Securities Filings. In the event either Party proposes to file with the Securities and Exchange Commission or the securities regulators of any state or other jurisdiction a registration statement or any other disclosure document which describes or refers to the terms and conditions of this Agreement under the Securities Act of 1933, as amended, the Securities Exchange Act Act, of 1934, as amended, or any other applicable securities LawLaws, the Party shall notify the other Party of such intention and shall provide such other Party with a copy of relevant portions of the proposed filing not less than *** (***) business days prior to such filing (and any revisions to such portions of the proposed filing a reasonable time prior to the filing thereof), including any exhibits thereto relating to the terms and conditions of this Agreement, and shall use reasonable and diligent efforts to obtain confidential treatment of the terms and conditions of any information concerning this Agreement that such other Party requests be kept confidential, and shall only disclose Confidential Information that which it is advised by counsel is legally required to be disclosed. No such notice shall be required under this Section 9.5 11.4 if the substance of the description of or reference to this Agreement contained in the proposed filing has been included in any previous filing made by the either other Party hereunder or otherwise approved by the other Party.

Securities Filings. In the event either Party party proposes to file with the Securities and Exchange Commission or the securities regulators of any state or other jurisdiction a registration statement or any other disclosure document which describes or refers to the terms and conditions of this Agreement under the Securities Act of 1933, as amended, the Securities Exchange Act Act, of 1934, as amended, or any other applicable securities Lawlaw, the Party party shall notify the other Party party of such intention and shall provide such other Party party with a copy of relevant portions of the proposed filing not less than ten (10) business days prior to such filing (and any revisions to such portions of the proposed filing a reasonable time prior to the filing thereof), including any exhibits thereto relating to the terms and conditions of this Agreement, and shall use reasonable and diligent efforts to obtain confidential treatment of any information concerning the terms and conditions of this Agreement that such other Party party requests be kept confidential, and shall only disclose Confidential Information that which it is advised by counsel is legally required to be disclosed. No such notice shall be required under this Section 9.5 8.1.4 if the substance of the description of or reference to this Agreement contained in the proposed filing has been included in any previous filing made by the either Party party hereunder or otherwise approved by the other Partyparty.

Securities Filings. In the event either Party proposes to file with the Securities and Exchange Commission or the securities regulators of any state or other jurisdiction a registration statement or any other disclosure document which describes or refers to the terms and conditions of this Agreement under the Securities Act of 1933, as amended, the Securities Exchange Act of 1934, as amended, or any other applicable securities Law, the Party shall notify the other Party of such intention and shall provide such other Party with a copy of relevant portions of the proposed filing prior to such filing (and any revisions to such portions of the proposed filing a reasonable time prior to the filing thereof), including any exhibits thereto relating to the terms and conditions of this Agreement, and shall use reasonable and diligent efforts to obtain confidential treatment of the terms and conditions of this Agreement that such other Party requests be kept confidential, and shall only disclose Confidential Information that it is advised by counsel is legally required to be disclosed. No such notice shall be required under this Section 9.5 8.5. if the description of or reference to this Agreement contained in the proposed filing has been included in any previous filing made by the either Party hereunder or otherwise approved by the other Party.

Securities Filings. In the event If either Party proposes to file with the Securities and Exchange Commission Commission, or the securities regulators of any state or other jurisdiction jurisdiction, a registration statement or any other disclosure document which describes or refers to the terms and conditions of this Agreement under the Securities Act of 1933, as amended, the Securities Exchange Act of 1934, as amended, or any other applicable securities Lawlaw, the Party shall notify the other Party of such intention and shall provide such other Party with a copy of relevant portions of the proposed filing not less than ten (10) Business Days (or such other period as is reasonable under the circumstances) prior to such filing (and any revisions to such portions of the proposed filing a reasonable time prior to the filing thereof), including any exhibits thereto relating to the terms and conditions of this Agreement, and shall use reasonable and diligent efforts to obtain confidential treatment of any information concerning the terms and conditions of this Agreement that such other Party requests be kept confidential, and shall only disclose Confidential Information that which it is advised by counsel is legally required to be disclosed. No such notice shall be required under this Section 9.5 6.6 if the substance of the description of or reference to this Agreement contained in the proposed filing has been included in any previous filing made by the either Party hereunder or otherwise approved in writing by the other Party.

Securities Filings. In the event either Party proposes to file with the Securities and Exchange Commission or the securities regulators of any state or other jurisdiction a registration statement or any other disclosure document which describes or refers to the terms and conditions of this Agreement under the Securities Act of 1933, as amended, the Securities Exchange Act Act, of 1934, as amended, or any other applicable securities LawLaws, the Party shall notify the other Party of such intention and shall provide such other Party with a copy of relevant portions of the proposed filing not less than ** (**) business days prior to such filing (and any revisions to such portions of the proposed filing a reasonable time prior to the filing thereof), including any exhibits thereto relating to the terms and conditions of this Agreement, and shall use reasonable and diligent efforts to obtain confidential treatment of the terms and conditions of any information concerning this Agreement that such other Party requests be kept confidential, and shall only disclose Confidential Information that which it is advised by counsel is legally required to be disclosed. No such notice shall be required under this Section 9.5 11.4 if the substance of the description of or reference to this Agreement contained in the proposed filing has been included in any previous filing made by the either other Party hereunder or otherwise approved by the other Party.

Securities Filings. In the event either Party proposes to file with the Securities and Exchange Commission Commission, or the securities regulators of any state or other jurisdiction jurisdiction, a registration statement or any other disclosure document which describes or refers to the terms and conditions of this Agreement under the Securities Act of 1933, as amended, the Securities Exchange Act Act, of 1934, as amended, or any other applicable securities LawLaws, the Party shall notify the other Party of such intention and shall provide such other Party with a copy of relevant portions of the proposed filing not less than [**] prior to such filing (and any revisions to such portions of the proposed filing a reasonable time prior to the filing thereof), including any exhibits thereto relating to the terms and conditions of this Agreement, and shall use reasonable and diligent efforts to obtain confidential treatment of any information concerning the terms and conditions of this Agreement that such other Party requests be kept confidential, and shall only disclose Confidential Information that which it is advised by counsel is legally required to be disclosed. No such notice shall be required under this Section 9.5 4.5 if the substance of the description of or reference to this Agreement contained in the proposed filing has been included in any previous filing made by the either Party hereunder in accordance with this Section or the disclosure has otherwise been approved by the other Party.

Securities Filings. In the event either Party or any of its Affiliates proposes to file with the Securities and Exchange Commission or the securities regulators of any state or other jurisdiction a registration statement or any other disclosure document which describes describes, refers to, or refers to the terms and conditions provides a copy of this Agreement under the Securities Act of 1933, as amended, the Securities Exchange Act of 1934, as amended, or any other applicable securities Applicable Law, the Party shall shall, and shall, if applicable, cause its Affiliate to, notify the other Party of such intention and shall provide such other Party with a copy of relevant portions of the proposed filing not less than [***] Business Days prior to such filing (and any revisions to such portions of the proposed filing a reasonable time prior to the filing thereof), including any exhibits thereto relating to the terms and conditions of this Agreement, and shall use reasonable and diligent efforts to obtain confidential treatment of the terms and conditions of any information concerning this Agreement that such other Party requests be kept confidential, and shall only disclose Confidential Information that which it is advised by counsel is legally required to be disclosed. No such notice shall be required under this Section 9.5 12.5 if the substance of the description of or reference to this Agreement contained in the proposed filing has been included in any previous filing made by the either Party or its Affiliates hereunder or otherwise has been approved by the other Party.. ​

Securities Filings. In the event either Party proposes to file with the Securities and Exchange Commission or the securities regulators of any state or other jurisdiction a registration statement or any other disclosure document which describes or refers to the terms and conditions of this Agreement under the Securities Act of 1933, as amended, the Securities Exchange Act Act, of 1934, as amended, or any other applicable securities LawLaws, the Party shall notify the other Party of such intention and shall provide such other Party with a copy of relevant portions of the proposed filing not less than five (5) business days prior to such filing (and any revisions to such portions of the proposed filing a reasonable time prior to the filing thereof), including any exhibits thereto relating to the terms and conditions of this Agreement, and shall use reasonable and diligent efforts to obtain confidential treatment of the terms and conditions of any information concerning this Agreement that such other Party requests be kept confidential, and shall only disclose Confidential Information that which it is advised by counsel is legally required to be disclosed. No such notice shall be required under this Section 9.5 11.4 if the substance of the description of or reference to this Agreement contained in the proposed filing has been included in any previous filing made by the either Party hereunder or otherwise approved by the other Party.