Common use of Use and Disclosure Restrictions Clause in Contracts

Use and Disclosure Restrictions. Each party will not use the other party’s Confidential Information, except as necessary for the performance of this Agreement, and will not disclose such Confidential Information to any third party, except to those of its employees and subcontractors that need to know such Confidential Information for the performance of this Agreement, provided that each such employee and subcontractor is subject to a written agreement that includes binding use and disclosure restrictions that are at least as protective as those set forth herein. Each party will use all reasonable efforts to maintain the confidentiality of all of the other party’s Confidential Information in its possession or control, but in no event less than the efforts that it ordinarily uses with respect to its own confidential information of similar nature and importance. The foregoing obligations will not restrict either party from disclosing the other party’s Confidential Information or the terms and conditions of this Agreement: (i) pursuant to the order or requirement of a court, administrative agency, or other governmental body, provided that the party required to make such a disclosure gives reasonable notice to the other party to enable it to contest such order or requirement; (ii) on a confidential basis to its legal or professional financial advisors; (iii) as required under applicable securities regulations; or (iv) on a confidential basis to present or future providers of venture capital and/or potential private investors in or acquirers of such party.

Use and Disclosure Restrictions. Each Neither party will not use the other party’s Confidential Information, Information except as necessary for the performance of this Agreement, Agreement and will not disclose such Confidential Information to any third party, party except to those of its Affiliates, employees and subcontractors that need to know such Confidential Information for the performance purpose of performing by or on behalf of the receiving party in connection with this Agreement, provided that each such employee and subcontractor is subject to a written agreement that includes binding use and disclosure restrictions that are at least as protective as those set forth herein. Each party will use all reasonable efforts at least the same degree of care to maintain the confidentiality prevent unauthorized use and disclosure of all of the other party’s such Confidential Information in as that party uses with respect to its possession or control, own Confidential Information of similar sensitivity (but in no event less than the efforts that it ordinarily uses with respect to its own confidential information a reasonable degree of similar nature and importancecare). The foregoing obligations will not restrict either party from disclosing Confidential Information of the other party’s Confidential Information or the terms and conditions of this Agreement: (ia) pursuant to the order or requirement of a court, administrative agency, or other governmental body, provided that the party required to make such a disclosure gives reasonable notice to the other party to enable it to contest such order or requirement; requirement or seek protective measures against such disclosure, and (iib) on a confidential basis to its legal or professional financial advisors; . In addition, each party may disclose the terms and conditions of this Agreement: (iiii) as required under applicable securities regulations; or , and (ivii) on a confidential basis to present or future providers of venture capital and/or potential private investors in or acquirers of such party.

Use and Disclosure Restrictions. Each party will not use the other party’s Confidential Information, Information except as necessary for the performance or enforcement of this Agreement, these Terms and will not disclose such Confidential Information to any third party, party except to those of its employees employees, contractors, and subcontractors that who have a bona fide need to know such Confidential Information for the performance or enforcement of this Agreement, these Terms; provided that each such employee employee, contractor, and subcontractor is subject to bound by a written agreement that includes binding contains use and disclosure nondisclosure restrictions that are at least as protective as those consistent with the terms set forth hereinfort in this Section. Each party will use employ all reasonable efforts steps to maintain the confidentiality of all of protect the other party’s Confidential Information in its possession from unauthorized use or controldisclosure, including, but in no event less than the efforts not limited to, all steps that it ordinarily uses with respect takes to protect its own confidential information of similar nature and like importance. The foregoing obligations will not restrict either party from disclosing the other party’s Confidential Information or the terms and conditions of this AgreementInformation: (i) pursuant to the order or requirement of a court, administrative agency, or other governmental body, provided that the party required to make such a disclosure gives reasonable notice to the other party to enable it to contest such order or requirement; (ii) on a confidential basis to its legal or professional financial advisors; (iii) as required under applicable securities regulations; or and (iv) on a confidential basis subject to customary restrictions, to present or future providers of venture capital and/or potential private investors in or acquirers of such party.

Use and Disclosure Restrictions. Each party Neither Party will not (i) use the other partyParty’s Confidential Information, Information except as necessary for the performance of this Agreement, and will not Agreement or (ii) disclose such Confidential Information to any third party, Person except to those of its employees and subcontractors its Affiliates’ Representatives that need to know such Confidential Information for the performance purpose of performing this Agreement, provided that each such employee and subcontractor Representative is subject to a written agreement that includes binding use and disclosure restrictions that are at least as protective as those set forth herein. Each party Party will use all reasonable efforts to maintain the confidentiality of all of the other party’s such Confidential Information in its possession or control, but in no event less than the efforts that it such Party ordinarily uses with respect to its own confidential proprietary information of similar nature and importance. The foregoing obligations will not restrict either party Party from disclosing Confidential Information of the other party’s Confidential Information or the terms and conditions of this AgreementParty: (ia) pursuant to the law, order or requirement of a court, administrative agency, or other governmental or administrative body, provided that the party Party required to make such a disclosure gives reasonable notice to the other party to enable it to contest such order or requirement; (iib) on a confidential basis to its legal or and its Affiliates’ accountants, lawyers and other similar professional financial advisors; , (iii) as required under applicable securities regulations; or (ivc) on a confidential basis to present or future providers actual and potential acquirers, lenders, investors and other similar transaction counterparties (and their counsel and similar professional advisors) as part of venture capital and/or potential private investors in or acquirers of such party.customary due diligence; and (d) other parties with the

Use and Disclosure Restrictions. Each party will not use the other party’s Confidential Information, except as necessary for the performance of this Agreement, and will not disclose such Confidential Information to any third party, except to those of its employees and subcontractors that need to know such Confidential Information for the performance of this Agreement, provided that each such employee and subcontractor is subject to a written agreement that includes binding use and disclosure restrictions that are at least as protective as those set forth herein. Each party will use all reasonable efforts to maintain the confidentiality of all of the other party’s Confidential Information in its possession or control, but in no event less than the efforts that it ordinarily uses with respect to its own confidential information of similar nature and importance. The foregoing obligations will not restrict either party from disclosing the other party’s Confidential Information or the terms and conditions of this Agreement: (i) pursuant to the order or requirement of a court, administrative agency, or other governmental body, provided that the party required to make such a disclosure gives reasonable notice to the other party to enable it to contest such order or requirementrequirement and uses reasonable efforts to limit the disclosure and provides the disclosing party a reasonable opportunity to preview and to object to the disclosure; (ii) on a confidential basis to its legal or professional financial advisors; (iii) as required under applicable securities regulations; or (iv) on a confidential basis to present or future providers of venture capital and/or potential private investors in or acquirers of such party.