Common use of Non-Use and Non-Disclosure Clause in Contracts

Non-Use and Non-Disclosure. Each Recipient shall, and shall cause its Representatives which have access to the Disclosing Party’s Confidential Information to, maintain in strict confidence, and shall not disclose to any third party, all Confidential Information observed by or disclosed to it by or on behalf of the Disclosing Party pursuant to this Agreement. In particular, the Purchaser shall protect any Confidential Information pursuant to this Agreement on the bases of applicable provisions of public procurement and/or information right Laws in Albania for the protection of confidential information, trade secrets, industrial property rights. Each Recipient shall not use or disclose such Confidential Information except as permitted by this Agreement. Each Recipient shall safeguard the confidential and proprietary nature of the Disclosing Party’s Confidential Information with at least the same degree of care as it holds its own confidential or proprietary information of like kind, which shall be no less than a reasonable degree of care. The Recipient and its Representatives may use, copy, and make extracts of the Disclosing Party’s Confidential Information only in connection with fulfilling its obligations under this Agreement and, without limiting the foregoing, shall not use the Confidential Information for the benefit of the Recipient or any of its Representatives, or for the benefit of any other Person. In the event that Recipient becomes aware of any breach of the obligations contained in this Section 10 (Confidential Information) by it or its Representatives, Recipient shall promptly notify the Disclosing Party in writing of such breach and all facts known to Recipient regarding same. In addition, if Recipient is required to disclose the Disclosing Party’s Confidential Information in connection with any court order, statute or Government directive or requirement under any Law, Recipient shall give the Disclosing Party notice of such request, as soon as practicable, before such Confidential Information is disclosed so that the Disclosing Party may seek an appropriate protective order or other remedy, or waive compliance with the relevant provisions of this Agreement. If the Disclosing Party seeks a protective order or other remedy, Recipient shall promptly cooperate with and reasonably assist the Disclosing Party (at the Disclosing Party’s cost) in such efforts. If the Disclosing Party fails to obtain a protective order or waives compliance with the relevant provisions of this Agreement, Recipient shall disclose only that portion of Confidential Information which its legal counsel determines it is required to disclose. Neither this Agreement nor the performance by a Party hereunder shall transfer to the Recipient any proprietary right, title, interest or claim in or to any of the Disclosing Party’s Confidential Information (including, but not limited to, any Intellectual Property rights subsisting therein) or be construed as granting a license in its Confidential Information. Notwithstanding the foregoing, in all cases, (a) Purchaser may not disclose any of the financial or indemnification provisions contained in this Agreement, including, without limitation, the price per dose of Product or refundability of the Advance Payment or any information that could reasonably ascertain the price per dose of Product, without the prior written consent of Pfizer, and (b) Pfizer may disclose (i) Confidential Information to its Affiliates and BioNTech without prior written consent of Purchaser, and (ii) upon foreign government request, financial information relating to this Agreement, including cost per dose.

Non-Use and Non-Disclosure. Each Recipient shallParty agrees that commencing on the Effective Date and continuing in perpetuity after the termination of PAEA’s engagement with Member (the “Term”), and shall cause its Representatives which have access to the Disclosing Party’s receiving Party will keep the Confidential Information to, maintain in strict confidence, the strictest confidence and shall not disclose modify, disclose, recreate, create derivatives, copy or adapt such information for any purpose other than as specifically required to any third party, all Confidential Information observed by or disclosed to it by or on behalf of the Disclosing Party pursuant to this Agreement. In particular, the Purchaser shall protect any Confidential Information pursuant to this Agreement on the bases of applicable provisions of public procurement and/or information right Laws in Albania for the protection of confidential information, trade secrets, industrial property rights. Each Recipient shall not use or disclose such Confidential Information except as permitted by this Agreement. Each Recipient shall safeguard the confidential and proprietary nature of the Disclosing Party’s Confidential Information with at least the same degree of care as it holds its own confidential or proprietary information of like kind, which shall be no less than a reasonable degree of care. The Recipient and its Representatives may use, copy, and make extracts of the Disclosing Party’s Confidential Information only in connection with fulfilling perform its obligations under this Agreement andand will not, without limiting during or subsequent to the foregoingterm of this Agreement, shall not (i) use the Confidential Information for any purpose whatsoever other than the benefit performance of its obligations under this Agreement or (ii) disclose the Confidential Information to any third party. Each Party agrees that all Confidential Information will remain the sole property of the Recipient or disclosing Party (except Student Personal Data, which is owned by the Student it identifies). The Parties agree to take all reasonable precautions to prevent any unauthorized disclosure of its Representatives, or such Confidential Information and that each shall have exclusive responsibility for the benefit conduct of their respective employees in relation to the Confidentiality terms of this Agreement. Each Party acknowledges and agrees that disclosure of any Confidential Information without the express written permission of the disclosing Party will cause the disclosing Party irreparable harm for which remedies at law may be inadequate and that any breach or threatened breach of this Agreement by the receiving Party will entitle the disclosing Party to seek injunctive relief, in addition to any other Personlegal and/or equitable remedies available to it, in any court of competent jurisdiction. In the event that Recipient becomes aware of any breach of the obligations contained in this Section 10 (Confidential Information) by it lawsuit or its Representatives, Recipient shall promptly notify the Disclosing Party in writing of such breach and all facts known legal proceeding is commenced to Recipient regarding same. In addition, if Recipient is required to disclose the Disclosing Party’s Confidential Information in connection with any court order, statute enforce or Government directive or requirement under any Law, Recipient shall give the Disclosing Party notice of such request, as soon as practicable, before such Confidential Information is disclosed so that the Disclosing Party may seek an appropriate protective order or other remedy, or waive compliance with the relevant provisions of this Agreement. If the Disclosing Party seeks construe a protective order or other remedy, Recipient shall promptly cooperate with and reasonably assist the Disclosing Party (at the Disclosing Party’s cost) in such efforts. If the Disclosing Party fails to obtain a protective order or waives compliance with the relevant provisions portion of this Agreement, Recipient the prevailing party, in addition to any other amounts to which the prevailing party may be entitled or awarded, the non-prevailing party shall disclose only that portion of Confidential Information which its legal counsel determines it is be required to disclose. Neither this Agreement nor pay the performance reasonable attorneys’ fees and costs of litigation incurred by a Party hereunder shall transfer to the Recipient any proprietary right, title, interest or claim in or to any of the Disclosing Party’s Confidential Information (including, but not limited to, any Intellectual Property rights subsisting therein) or be construed as granting a license in its Confidential Information. Notwithstanding the foregoing, in all cases, (a) Purchaser may not disclose any of the financial or indemnification provisions contained in this Agreement, including, without limitation, the price per dose of Product or refundability of the Advance Payment or any information that could reasonably ascertain the price per dose of Product, without the prior written consent of Pfizer, and (b) Pfizer may disclose (i) Confidential Information to its Affiliates and BioNTech without prior written consent of Purchaser, and (ii) upon foreign government request, financial information relating to this Agreement, including cost per doseprevailing party.

Non-Use and Non-Disclosure. Each Recipients will not disclose, distribute, copy or use any Confidential Information or the fact that a Transaction is being considered or is under a production contract without the prior written consent of the other Party and then only to the extent specified in such consent. Confidential Information may be used only to the extent reasonably required for the purposes of evaluating, producing or carrying out the Transaction; provided however, that Recipients may only disclose the Confidential Information to those of its contractors, vendors, directors, officers, advisors, agents and employees ("Representatives") who need to know such Confidential Information for the purpose of evaluating, performing or carrying out or producing the Transaction and who shall be bound by a written agreement or other legally enforceable written obligations to preserve the confidentiality of the Confidential Information in a manner consistent with this Agreement. The Recipient shallwill be responsible for any breach of this Agreement by it or its Representatives, whether or not such Representatives are associated with the Discloser at the time of the breach. Without limiting the foregoing, where the Discloser is the Producer and a Recipient Representative is a cost consultant of the Client or Agency, the Recipient shall secure its Representative’s express written agreement that it will not make any business or other use of, and shall cause its Representatives which have access to the Disclosing Party’s Confidential Information to, maintain will in strict perpetuity hold in confidence, and shall not disclose to any third party, all Confidential Information observed acquired or learned by or disclosed to it by or on behalf of the Disclosing Party pursuant to this Agreement. In particular, the Purchaser shall protect any Confidential Information pursuant to this Agreement on the bases of applicable provisions of public procurement and/or information right Laws in Albania for the protection of confidential information, trade secrets, industrial property rights. Each Recipient such Representative and shall not use or disclose such Confidential Information information except as permitted in this Agreement. Prohibited uses and disclosures by such Representative include, but are not limited to, uses for or disclosures to a competitor of the Producer and uses for or disclosures to any other client or prospective client of such Representative, regardless of whether the Confidential Information is aggregated with other information or its not identified with the Producer. Producer Confidential Information may be disclosed to the Owner (unless an independent third party is required by the FTC/DOJ) for purposes permitted under this Agreement and disclosed, on an aggregate basis, to other Agency Affiliates provided: (i) the Owner and each Agency Affiliate Recipient agrees to be bound by this Agreement. Each Recipient shall safeguard the confidential and proprietary nature of the Disclosing Party’s ; (ii) Producer Confidential Information with to be disclosed is at least the same degree three months old; (iii) Producer Confidential Information is aggregated with similar types of care as it holds its own confidential or proprietary information of like kind, which shall be at least 4 other commercial producers with whom the Agency or Agency Affiliate have contracted to produce commercials and who have consented in writing to have their confidential information aggregated and disclosed in accordance with this procedure provided however that no less aggregated producer confidential information represents more than 25% on a reasonable degree weighted basis of care. The any statistic and further provided that all information is sufficiently aggregated such that it would not allow a Recipient and its Representatives may use, copy, and make extracts of the Disclosing Party’s Confidential Information only in connection with fulfilling its obligations under this Agreement and, without limiting the foregoing, shall not use to identify the Confidential Information for the benefit of the Recipient Producer or any of its Representatives, or for the benefit of any other Personproducer whose confidential information is aggregated. In the event that Recipient becomes aware The obligations of any breach of the obligations contained confidentiality in this Section 10 (Confidential Information) by it or its Representatives, Recipient shall promptly notify the Disclosing Party in writing of such breach and all facts known Agreement do not extend to Recipient regarding same. In addition, if Recipient is required to disclose the Disclosing Party’s Confidential Information in connection with any court order, statute or Government directive or requirement under any Law, Recipient shall give the Disclosing Party notice of such request, as soon as practicable, before such Confidential Information is disclosed so that the Disclosing Party may seek an appropriate protective order or other remedy, or waive compliance with the relevant provisions of this Agreement. If the Disclosing Party seeks a protective order or other remedy, Recipient shall promptly cooperate with and reasonably assist the Disclosing Party (at the Disclosing Party’s cost) in such efforts. If the Disclosing Party fails to obtain a protective order or waives compliance with the relevant provisions of this Agreement, Recipient shall disclose only that portion item of Confidential Information which (i) is publicly known at the time of its legal counsel determines it disclosure, (ii) is required to disclose. Neither this Agreement nor the performance lawfully received by a Party hereunder shall transfer Recipient from a third party not known to the Recipient any proprietary right, title, interest or claim in or to any of the Disclosing Party’s Confidential Information (including, but not limited to, any Intellectual Property rights subsisting therein) or be construed as granting under a license in its Confidential Information. Notwithstanding the foregoing, in all cases, (a) Purchaser may not disclose any of the financial or indemnification provisions contained in this Agreement, including, without limitation, the price per dose of Product or refundability of the Advance Payment or any information that could reasonably ascertain the price per dose of Product, without the prior written consent of Pfizer, and (b) Pfizer may disclose (i) Confidential Information to its Affiliates and BioNTech without prior written consent of Purchaser, and (ii) upon foreign government request, financial information relating similar confidential agreement to this Agreement, including cost per dose.Agreement or under obligation of confidentiality to the Discloser,

Non-Use and Non-Disclosure. Each Recipient shall, and Party to this Agreement or any Product Addendum shall cause its Representatives which have access to the Disclosing Party’s Confidential Information to, maintain in strict confidence, and shall not disclose to any third party, all Confidential Information observed by or disclosed to it by or on behalf of the Disclosing other Party pursuant to this Agreement. In particular, the Purchaser shall protect Agreement or any Confidential Information pursuant to this Agreement on the bases of applicable provisions of public procurement and/or information right Laws in Albania for the protection of confidential information, trade secrets, industrial property rightsProduct Addendum. Each Recipient Party shall not use or disclose such Confidential Information except as permitted by this Agreement. Each Recipient Party shall safeguard the confidential and proprietary nature of the Disclosing Party’s Confidential Information of the other Party with at least the same degree of care as it holds its own confidential or proprietary information of like kind, which shall be no less than a reasonable degree of care. The Recipient and its Representatives may use, copy, and make extracts of the Disclosing Party’s Confidential Information only in connection with fulfilling its obligations under this Agreement and, without limiting Notwithstanding the foregoing, the preceding restrictions shall not use apply to information that the recipient can demonstrate (a) was lawfully in its possession prior to the time of disclosure (except where (i) Pfizer or one of its Affiliates is the recipient and such information is included in the Animal Health Assets or is otherwise owned by Zoetis or one of its Affiliates pursuant to the Separation Agreement, this Agreement or any other Ancillary Agreement, or (ii) Zoetis or one of its Affiliates is the recipient and such information is included in the Excluded Assets or is otherwise owned by Pfizer or one of its Affiliates pursuant to the Separation Agreement, this Agreement or any other Ancillary Agreement); (b) is or becomes public knowledge through no fault, omission, or other act of the recipient; (c) is obtained from a third party lawfully entitled to possession of such Confidential Information for and under no obligation of confidentiality to the benefit of the Recipient disclosing party; or any of its Representatives, (d) was independently developed by or for recipient without violating the benefit terms of any other Person. In the event that Recipient becomes aware of any breach of the obligations contained in this Section 10 (Confidential Information) by it or its Representatives, Recipient shall promptly notify the Disclosing Party in writing of such breach and all facts known to Recipient regarding sameAgreement. In addition, if Recipient recipient is required requested to disclose the Disclosing Party’s Confidential Information of the other Party in connection with any court order, statute a legal or Government directive administrative proceeding or otherwise to comply with a requirement under any Law, Recipient such recipient shall give the Disclosing Party disclosing party prompt notice of such request, as soon as practicable, before such Confidential Information is disclosed request so that the Disclosing Party disclosing party may seek an appropriate protective order or other remedy, or waive compliance with the relevant provisions of this Agreement. If the Disclosing Party disclosing party seeks a protective order or other remedy, Recipient recipient shall promptly cooperate with and reasonably assist the Disclosing Party (at the Disclosing Party’s cost) disclosing party in such efforts. If the Disclosing Party disclosing party fails to obtain a protective order or waives compliance with the relevant provisions of this Agreement, Recipient the recipient shall disclose only that portion of Confidential Information which its legal counsel determines it is required to disclose. Neither this Agreement nor the performance by a Party hereunder shall transfer to the Recipient any proprietary right, title, interest or claim in or to any of the Disclosing Party’s Confidential Information (including, but not limited to, any Intellectual Property rights subsisting therein) or be construed as granting a license in its Confidential Information. Notwithstanding the foregoing, in all cases, (a) Purchaser may not disclose any of the financial or indemnification provisions contained in this Agreement, including, without limitation, the price per dose of Product or refundability of the Advance Payment or any information that could reasonably ascertain the price per dose of Product, without the prior written consent of Pfizer, and (b) Pfizer may disclose (i) Confidential Information to its Affiliates and BioNTech without prior written consent of Purchaser, and (ii) upon foreign government request, financial information relating to this Agreement, including cost per dose.

Non-Use and Non-Disclosure. Each Recipient shall, and shall cause its Representatives which have access agrees: (i) to hold the Disclosing Party’s Confidential Information to, maintain of Discloser and its affiliates in strict confidence, confidence and shall not disclose to any third party, all Confidential Information observed by or disclosed take reasonable precautions to it by or on behalf of the Disclosing Party pursuant to this Agreement. In particular, the Purchaser shall protect any Confidential Information pursuant to this Agreement on the bases of applicable provisions of public procurement and/or information right Laws in Albania for the protection of confidential information, trade secrets, industrial property rights. Each Recipient shall not use or disclose such Confidential Information except as permitted by this Agreement. Each Recipient shall safeguard the confidential and proprietary nature of the Disclosing Party’s Confidential Information with at least the same degree of care as it holds its own confidential or proprietary information of like kind, (which precautions shall be no less than a reasonable degree of care. The those employed by Recipient and its Representatives may use, copy, and make extracts of to preserve the Disclosing Party’s Confidential Information only in connection with fulfilling its obligations under this Agreement and, without limiting the foregoing, shall not use the Confidential Information for the benefit of the Recipient or any secrecy of its Representativesown confidential materials), (ii) to comply with all federal and state laws regarding privacy and confidentiality of customer or for the benefit of any other Person. In the event that Recipient becomes aware of any breach of the obligations contained in this Section 10 (Confidential Information) by it or its Representatives, Recipient shall promptly notify the Disclosing Party in writing of such breach and all facts known to Recipient regarding same. In addition, if Recipient is required to disclose the Disclosing Party’s Confidential Information in connection with any court order, statute or Government directive or requirement under any Law, Recipient shall give the Disclosing Party notice of such request, as soon as practicable, before such Confidential Information is disclosed so that the Disclosing Party may seek an appropriate protective order or other remedy, or waive compliance with the relevant provisions of this Agreement. If the Disclosing Party seeks a protective order or other remedy, Recipient shall promptly cooperate with and reasonably assist the Disclosing Party (at the Disclosing Party’s cost) in such efforts. If the Disclosing Party fails to obtain a protective order or waives compliance with the relevant provisions of this Agreement, Recipient shall disclose only that portion of Confidential Information which its legal counsel determines it is required to disclose. Neither this Agreement nor the performance by a Party hereunder shall transfer to the Recipient any proprietary right, title, interest or claim in or to any of the Disclosing Party’s Confidential Information (consumer information including, but not limited to, the Xxxxx-Xxxxx-Xxxxxx Act and its implementing regulations, (iii) not to make any Intellectual Property rights subsisting therein) use of or be construed as granting a license in its act on any Confidential Information. Notwithstanding the foregoingInformation whatsoever at any time, in all cases, except (a) Purchaser may not disclose any of to internally evaluate and engage in discussions with Discloser concerning a potential business relationship between the financial or indemnification provisions contained in this Agreement, including, without limitation, the price per dose of Product or refundability of the Advance Payment or any information that could reasonably ascertain the price per dose of Product, without the prior written consent of Pfizer, parties and (b) Pfizer may to the extent the parties enter into a business relationship, as provided in the definitive agreement executed in connection with such relationship, (iv) not to copy such Confidential Information, or reverse engineer or disassemble any products, technology or tangible objects that utilize such Confidential Information, (v) not to disclose any such Confidential Information or any information derived therefrom to any third party or contact any third party regarding the Confidential Information or information derived therefrom, except to those of Recipient’s Representatives who have a legitimate “need to know” and are bound in writing to the restrictions herein, and (vi) not trade in Discloser’s securities based upon any Confidential Information. Recipient agrees and will direct such Representatives not to disclose to any person, without Discloser’s prior written consent, the fact that: (i) the Confidential Information is being made available to its Affiliates and BioNTech without prior written consent of Purchaser, and Recipient or (ii) any facts respecting the Purpose for which the Confidential Information is being provided. Recipient shall promptly notify Discloser upon foreign government requestdiscovery of any unauthorized use or disclosure of Confidential Information, financial information relating to or any other breach of this Agreement, including cost per doseand will cooperate with Discloser in every reasonable way to help regain possession of such Confidential Information and prevent its future unauthorized use. Recipient shall be responsible for any breach of this Agreement by its Representatives.

Non-Use and Non-Disclosure. Each Recipient shallparty agrees not to use any Confidential Information of the other party for any purpose except to evaluate and engage in discussions concerning the Opportunity. Each party agrees not to disclose any Confidential Information of the other party, and shall cause its Representatives which have access except that, subject to Section 4 below, a receiving party may disclose the Disclosing Partyother party’s Confidential Information to, maintain in strict confidence, and shall not disclose to any third party, all Confidential Information observed by or disclosed to it by or on behalf those employees of the Disclosing Party pursuant receiving party who are required to have the information in order to evaluate or engage in discussions concerning the Opportunity and who have been advised of the receiving party’s obligations under this Agreement. In particular, The failure of any of the Purchaser shall protect any Confidential Information pursuant receiving party’s representatives to comply with the terms and conditions of this Agreement on shall be considered a breach of this Agreement by the bases of applicable provisions of public procurement and/or information right Laws in Albania for the protection of confidential information, trade secrets, industrial property rightsreceiving party. Each Recipient shall not use If a receiving party is required by law to make any disclosure that is prohibited or disclose such Confidential Information except as permitted otherwise constrained by this Agreement. Each Recipient shall safeguard , the confidential and proprietary nature of receiving party will provide the Disclosing Party’s Confidential Information disclosing party with at least the same degree of care as it holds its own confidential or proprietary information of like kind, which shall be no less than a reasonable degree of care. The Recipient and its Representatives may use, copy, and make extracts of the Disclosing Party’s Confidential Information only in connection with fulfilling its obligations under this Agreement and, without limiting the foregoing, shall not use the Confidential Information for the benefit of the Recipient or any of its Representatives, or for the benefit of any other Person. In the event that Recipient becomes aware of any breach of the obligations contained in this Section 10 (Confidential Information) by it or its Representatives, Recipient shall promptly notify the Disclosing Party in writing of such breach and all facts known to Recipient regarding same. In addition, if Recipient is required to disclose the Disclosing Party’s Confidential Information in connection with any court order, statute or Government directive or requirement under any Law, Recipient shall give the Disclosing Party prompt written notice of such request, as soon as practicable, before such Confidential Information is disclosed requirement so that the Disclosing Party disclosing party may seek an appropriate protective order or other remedy, or waive compliance with the relevant provisions of this Agreement. If the Disclosing Party seeks a protective order or other remedyappropriate relief. Subject to the foregoing sentence, such receiving party may furnish that portion (and only that portion) of the Confidential Information that the receiving party is legally compelled or is otherwise legally required to disclose; provided, however, that the receiving party provides such assistance as the disclosing party may reasonably request in obtaining such order or other relief. Neither party shall reverse engineer, disassemble or decompile any prototypes, software or other tangible objects that embody the other party’s Confidential Information and that are provided to the party under this Agreement. Pursuant to the Defend Trade Secrets Act of 2016, if the party receiving Confidential Information (the “Recipient”) is an individual, Recipient acknowledges that he/she shall promptly cooperate with and reasonably assist not have criminal or civil liability under any Federal or State trade secret law for the Disclosing Party (at the Disclosing Party’s cost) in such efforts. If the Disclosing Party fails to obtain a protective order or waives compliance with the relevant provisions of this Agreement, Recipient shall disclose only that portion disclosure of Confidential Information which its legal counsel determines it that is required to disclose. Neither this Agreement nor the performance by a Party hereunder shall transfer to the Recipient any proprietary right, title, interest or claim in or to any of the Disclosing Party’s Confidential Information trade secret that (including, but not limited to, any Intellectual Property rights subsisting thereinA) or be construed as granting a license in its Confidential Information. Notwithstanding the foregoing, in all cases, (a) Purchaser may not disclose any of the financial or indemnification provisions contained in this Agreement, including, without limitation, the price per dose of Product or refundability of the Advance Payment or any information that could reasonably ascertain the price per dose of Product, without the prior written consent of Pfizer, and (b) Pfizer may disclose is made (i) Confidential Information in confidence to its Affiliates and BioNTech without prior written consent of Purchasera Federal, State, or local government official, either directly or indirectly, or to an attorney; and (ii) upon foreign government requestsolely for the purpose of reporting or investigating a suspected violation of law; or (B) is made in a complaint or other document filed in a lawsuit or other proceeding, financial if such filing is made under seal. Additionally, if Recipient files a lawsuit for retaliation by the other party hereto for reporting a suspected violation of law (if applicable), Recipient may disclose the trade secret to Recipient’s attorney and may use the trade secret information relating in the court proceeding, if Recipient (X) files any document containing the trade secret under seal; and (Y) does not disclose the trade secret, except pursuant to this Agreement, including cost per dosecourt order.

Non-Use and Non-Disclosure. Each Recipient shallDuring and after the term of this Agreement, Consultant, together with its employees and shall cause its Representatives which have access to agents, will hold in the Disclosing Party’s Confidential Information to, maintain in strict strictest confidence, and shall not disclose take all reasonable precautions to prevent any third party, all Confidential Information observed by or disclosed to it by or on behalf of the Disclosing Party pursuant to this Agreement. In particular, the Purchaser shall protect any Confidential Information pursuant to this Agreement on the bases of applicable provisions of public procurement and/or information right Laws in Albania for the protection of confidential information, trade secrets, industrial property rights. Each Recipient shall not unauthorized use or disclose such disclosure of Confidential Information except as permitted by this Agreement. Each Recipient shall safeguard the confidential and proprietary nature of the Disclosing Party’s Confidential Information with at least the same degree of care as it holds its own confidential or proprietary information of like kind, which shall be no less than a reasonable degree of care. The Recipient and its Representatives may use, copyInformation, and make extracts of the Disclosing Party’s Confidential Information only in connection with fulfilling its obligations under this Agreement and, without limiting the foregoing, shall Consultant will not (i) use the Confidential Information for any purpose whatsoever other than as necessary for the benefit performance of the Recipient or any Services on behalf of its Representativesthe Company, or for the benefit of any other Person. In the event that Recipient becomes aware of any breach of the obligations contained in this Section 10 (Confidential Informationii) by it or its Representatives, Recipient shall promptly notify the Disclosing Party in writing of such breach and all facts known to Recipient regarding same. In addition, if Recipient is required to disclose the Disclosing Party’s Confidential Information in connection with any court order, statute or Government directive or requirement under any Law, Recipient shall give the Disclosing Party notice of such request, as soon as practicable, before such Confidential Information is disclosed so that the Disclosing Party may seek an appropriate protective order or other remedy, or waive compliance with the relevant provisions of this Agreement. If the Disclosing Party seeks a protective order or other remedy, Recipient shall promptly cooperate with and reasonably assist the Disclosing Party (at the Disclosing Party’s cost) in such efforts. If the Disclosing Party fails to obtain a protective order or waives compliance with the relevant provisions of this Agreement, Recipient shall disclose only that portion of Confidential Information which its legal counsel determines it is required to disclose. Neither this Agreement nor the performance by a Party hereunder shall transfer to the Recipient any proprietary right, title, interest or claim in or to any of the Disclosing Party’s Confidential Information (including, but not limited to, any Intellectual Property rights subsisting therein) or be construed as granting a license in its Confidential Information. Notwithstanding the foregoing, in all cases, (a) Purchaser may not disclose any of the financial or indemnification provisions contained in this Agreement, including, without limitation, the price per dose of Product or refundability of the Advance Payment or any information that could reasonably ascertain the price per dose of Product, third party without the prior written consent of Pfizeran authorized representative of Company, and (b) Pfizer except that Consultant may disclose (i) Confidential Information to its Affiliates any third party on a need-to-know basis for the purposes of Consultant performing the Services; provided, however, that such third party is subject to written non-use and BioNTech without non-disclosure obligations at least as protective of Company and the Confidential Information as this Article 3.B. The Company agrees that this Agreement does not limit Consultant’s right to discuss Consultant’s services or unlawful acts in Company’s workplace, including but not limited to, sexual harassment or discrimination or any other conduct that Consultant has reason to believe is unlawful, or report possible violations of law or regulation with any federal, state or local government agency, or to the extent that such disclosure is protected under the applicable provisions of law or regulation, including but not limited to, “whistleblower” statutes or other similar provisions that protect such disclosure, to the extent any such rights are not permitted by applicable law to be the subject of nondisclosure obligations, or any other permitted activity applicable to Consultant; provided however, prior to such disclosure, to the extent allowable under applicable law, Consultant shall provide prior written consent notice to Company and seek a protective order or such similar confidential protection as may be available under applicable law. Consultant agrees that no ownership of PurchaserConfidential Information is conveyed to Consultant. Without limiting the foregoing, and (ii) upon foreign government requestConsultant shall not use or disclose any Company property, financial information relating intellectual property rights, trade secrets or other proprietary know-how of the Company to invent, author, make, develop, design or otherwise enable others to invent, author, make, develop or design identical or substantially similar designs as those developed under this Agreement for any third party. Without the Company’s prior written approval, Consultant shall not directly or indirectly disclose to anyone the existence of this Agreement or the fact that Consultant has this arrangement with the Company. Consultant agrees that Consultant’s obligations under this Section 1.B shall continue after the termination of this Agreement, including cost per dose.

Non-Use and Non-Disclosure. Each Recipient shall, and shall cause its Representatives which have access to the Disclosing Party’s Confidential Information to, maintain in strict confidence, and shall not disclose to any third party, all Confidential Information observed by or disclosed to it by or on behalf of the Disclosing Party pursuant to this Agreement. In particular, the Purchaser shall protect any Confidential Information pursuant to this Agreement on the bases of applicable provisions of public procurement and/or information right Laws in Albania for the protection of confidential information, trade secrets, industrial property rights. Each Recipient shall not use or disclose such any Confidential Information for any purpose except to evaluate and engage in discussions concerning the Opportunity. Recipient shall not disclose any Confidential Information or permit any Confidential Information to be disclosed, either directly or indirectly, to any third party without Discloser’s prior written consent, except as expressly permitted by this Agreementparagraph. Each Recipient shall safeguard the confidential and proprietary nature of the Disclosing Party’s not disclose Confidential Information with or permit the disclosure of Confidential Information to its employees, except that Recipient may disclose Confidential Information to those employees of Recipient who are required to have the information for Recipient to evaluate or engage in discussions concerning the Opportunity; provided that such employee has signed a non-use and non-disclosure agreement in content at least as protective as the same degree provisions hereof, before any disclosure of care as it holds its own confidential or proprietary information of like kind, which shall be no less than a reasonable degree of care. The Recipient and its Representatives may use, copy, and make extracts of the Disclosing Party’s Confidential Information only in connection with fulfilling its obligations under this Agreement and, without limiting the foregoing, shall not use the Confidential Information for the benefit of the Recipient or any of its Representatives, or for the benefit of any other Person. In the event that Recipient becomes aware of any breach of the obligations contained in this Section 10 (Confidential Information) by it or its Representatives, Recipient shall promptly notify the Disclosing Party in writing of to such breach and all facts known to Recipient regarding sameemployee. In addition, if Company as Recipient is may disclose Confidential Information to those of Company’s advisers, investors (both current and prospective), lenders, joint development partners, and vendors who are required to have the information for Company to evaluate or engage in discussions concerning the Opportunity, subject to a written or other legal duty not to disclose the Disclosing PartyConfidential Information. Recipient shall not reverse engineer, disassemble, or decompile any prototypes, software, samples, or other tangible objects that embody the Confidential Information. Each Party understands that the Recipient may develop information, materials or technology, or receive information, materials or technology that may be similar to the Discloser’s Confidential Information. Accordingly, nothing in this Agreement represents or infers that the Recipient is prohibited from developing products, technology or other materials contemplated by the Disclsoer’s Confidential Information, provided that Discloser’s Confidential Information in connection with any court order, statute or Government directive or requirement under any Law, Recipient shall give the Disclosing Party notice of such request, as soon as practicable, before such Confidential Information is disclosed so that the Disclosing Party may seek an appropriate protective order or other remedy, or waive compliance with the relevant provisions of this Agreement. If the Disclosing Party seeks a protective order or other remedy, Recipient shall promptly cooperate with and reasonably assist the Disclosing Party (at the Disclosing Party’s cost) not used in such efforts. If the Disclosing Party fails to obtain a protective order or waives compliance with the relevant provisions of this Agreement, Recipient shall disclose only that portion of Confidential Information which its legal counsel determines it is required to disclose. Neither this Agreement nor the performance by a Party hereunder shall transfer to the Recipient any proprietary right, title, interest or claim in or to any of the Disclosing Party’s Confidential Information (including, but not limited to, any Intellectual Property rights subsisting therein) or be construed as granting a license in its Confidential Information. Notwithstanding the foregoing, in all cases, (a) Purchaser may not disclose any of the financial or indemnification provisions contained in this Agreement, including, without limitation, the price per dose of Product or refundability of the Advance Payment or any information that could reasonably ascertain the price per dose of Product, without the prior written consent of Pfizer, and (b) Pfizer may disclose (i) Confidential Information to its Affiliates and BioNTech without prior written consent of Purchaser, and (ii) upon foreign government request, financial information relating to this Agreement, including cost per dosedevelopment.

Non-Use and Non-Disclosure. Each Recipient shall, and Party to this Agreement or any Product Addendum shall cause its Representatives which have access to the Disclosing Party’s Confidential Information to, maintain in strict confidence, and shall not disclose to any third party, all Confidential Information observed by or disclosed to it by or on behalf of the Disclosing other Party pursuant to this Agreement. In particular, the Purchaser shall protect Agreement or any Confidential Information pursuant to this Agreement on the bases of applicable provisions of public procurement and/or information right Laws in Albania for the protection of confidential information, trade secrets, industrial property rightsProduct Addendum. Each Recipient Party shall not use or disclose such Confidential Information except as permitted by this Agreement. Each Recipient Party shall safeguard the confidential and proprietary nature of the Disclosing Party’s Confidential Information of the other Party with at least the same degree of care as it holds its own confidential or proprietary information of like kind, which shall be no less than a reasonable degree of care. The Recipient and its Representatives may use, copy, and make extracts of the Disclosing Party’s Confidential Information only in connection with fulfilling its obligations under this Agreement and, without limiting Notwithstanding the foregoing, the preceding restrictions shall not use apply to information that the recipient can demonstrate (a) was lawfully in its possession prior to the time of disclosure; (b) is or becomes public knowledge through no fault, omission, or other act of the recipient; (c) is obtained from a third party lawfully entitled to possession of such Confidential Information for and under no obligation of confidentiality to the benefit of the Recipient disclosing Party; or any of its Representatives, (d) was independently developed by or for recipient without violating the benefit terms of any other Person. In the event that Recipient becomes aware of any breach of the obligations contained in this Section 10 (Confidential Information) by it or its Representatives, Recipient shall promptly notify the Disclosing Party in writing of such breach and all facts known to Recipient regarding sameAgreement. In addition, if Recipient recipient is required requested to disclose the Disclosing Party’s Confidential Information of the other Party in connection with any court order, statute a legal or Government directive administrative proceeding or otherwise to comply with a requirement under any Law, Recipient such recipient shall give the Disclosing disclosing Party prompt notice of such request, as soon as practicable, before such Confidential Information is disclosed request so that the Disclosing disclosing Party may seek an appropriate protective order or other remedy, or waive compliance with the relevant provisions of this Agreement. If the Disclosing disclosing Party seeks a protective order or other remedy, Recipient recipient shall promptly cooperate with and reasonably assist the Disclosing disclosing Party (at the Disclosing Party’s cost) in such efforts. If the Disclosing disclosing Party fails to obtain a protective order or waives compliance with the relevant provisions of this Agreement, Recipient the recipient shall disclose only that portion of Confidential Information which its legal counsel determines it is required to disclose. Neither [*] Certain information in this Agreement nor document has been omitted and filed separately with the performance by a Party hereunder shall transfer Securities and Exchange Commission. Confidential treatment has been requested with respect to the Recipient any proprietary right, title, interest or claim in or to any of the Disclosing Party’s Confidential Information (including, but not limited to, any Intellectual Property rights subsisting therein) or be construed as granting a license in its Confidential Information. Notwithstanding the foregoing, in all cases, (a) Purchaser may not disclose any of the financial or indemnification provisions contained in this Agreement, including, without limitation, the price per dose of Product or refundability of the Advance Payment or any information that could reasonably ascertain the price per dose of Product, without the prior written consent of Pfizer, and (b) Pfizer may disclose (i) Confidential Information to its Affiliates and BioNTech without prior written consent of Purchaser, and (ii) upon foreign government request, financial information relating to this Agreement, including cost per doseomitted portions.

Non-Use and Non-Disclosure. Each Recipient shall, and shall cause its Representatives which have access hereby agrees not to the Disclosing Party’s Confidential Information to, maintain in strict confidence, and shall not disclose to any third party, all Confidential Information observed by or disclosed to it by or on behalf of the Disclosing Party pursuant to this Agreement. In particular, the Purchaser shall protect use any Confidential Information for any purpose whatsoever except to [evaluate and engage in discussions concerning a potential purchase or lease of the Leased Premises or a potential purchase of the membership interests in Landlord] [inspect and evaluate the condition of the Leased Premises and the performance or non-performance by the Tenant of its obligations under the Lease] [do work on the Leased Premises pursuant to this Agreement on Paragraph 11 of the bases Lease], provided that Recipient may use any Confidential Information that is related to the Lease, to the Tenant’s performance under the Lease or to the Leased Premises (the “Lease Related Information”) in connection with the enforcement of applicable provisions the Lease or any related document. Recipient hereby agrees not to disclose any Confidential Information to third-parties or to employees of public procurement and/or Recipient, except to those employees of Recipient, and to Recipient’s attorneys, accountants, advisors, and potential lenders and other sources of capital (collectively, the “Representatives”) who are required to have the information right Laws in Albania for order to perform the protection of confidential information, trade secrets, industrial property rightsactivity described in the foregoing sentence. Each Recipient shall not use modify, adapt, alter, translate, reverse engineer, disassemble, create derivative works of, or disclose such decompile any prototypes, software, or other tangible objects that embody any Confidential Information except as permitted by this AgreementInformation. Each Without the prior written consent of a duly authorized representative of DWA, Recipient will not issue nor authorize in any manner whatsoever, directly or indirectly, the dissemination of any publicity or news story relating to the Confidential Information. Recipient shall safeguard the confidential and proprietary nature of the Disclosing Party’s Confidential Information with at least the same degree of care as it holds its own confidential or proprietary not confirm nor deny any information of like kind, which shall be no less than a reasonable degree of careany kind in any way relating to DWA or DWA’s business (except to Recipient’s Representatives). The If Recipient and its Representatives may use, copy, and make extracts of the Disclosing Party’s Confidential Information only in connection with fulfilling its obligations under this Agreement and, without limiting the foregoing, shall not use the Confidential Information for the benefit of the Recipient or is required by legal process to disclose any of its Representatives, or for the benefit of any other Person. In the event that Recipient becomes aware of any breach of the obligations contained in this Section 10 (Confidential Information) by it or its Representatives, Recipient shall promptly notify not be in breach of this Agreement, but, to the Disclosing Party in writing of such breach and all facts known to Recipient regarding same. In additionextent permitted by law, if Recipient is required to disclose the Disclosing Party’s Confidential Information in connection with any court order, statute or Government directive or requirement under any Law, Recipient shall give the Disclosing Party provide DWA prompt prior written notice of such request, as soon as practicable, before such Confidential Information is disclosed thereof so that the Disclosing Party DWA may seek an appropriate a protective order or other remedyappropriate remedy to prevent or limit disclosure of any Confidential Information. Recipient shall reasonably cooperate, or waive compliance at DWA’s expense, with the relevant provisions of this Agreement. If the Disclosing Party seeks DWA’s application for a protective order or other remedy, Recipient shall promptly cooperate with and reasonably assist the Disclosing Party (at the Disclosing Party’s cost) in such efforts. If the Disclosing Party fails to obtain a protective order or waives compliance with the relevant provisions of this AgreementIn any event, Recipient shall disclose only that portion of the Confidential Information which its legal counsel determines it that Recipient is legally required to disclose. Neither this Agreement nor the performance by a Party hereunder shall transfer to the Recipient any proprietary right, title, interest or claim in or to any of the Disclosing Party’s Confidential Information (including, but not limited to, any Intellectual Property rights subsisting therein) or be construed as granting a license in its Confidential Information. Notwithstanding the foregoing, in all cases, (a) Purchaser may not disclose any of the financial or indemnification provisions contained in this Agreement, including, without limitation, the price per dose of Product or refundability of the Advance Payment or any information that could reasonably ascertain the price per dose of Product, without the prior written consent of Pfizer, and (b) Pfizer may disclose (i) Confidential Information to its Affiliates and BioNTech without prior written consent of Purchaser, and (ii) upon foreign government request, financial information relating to this Agreement, including cost per dose.

Non-Use and Non-Disclosure. Each Recipient shall, and shall cause its Representatives which have access agrees not to use the Disclosing Party’s Confidential Information to, maintain in strict confidence, of Discloser for any purpose except to exercise its rights and shall not disclose to any third party, all Confidential Information observed by or disclosed to it by or on behalf of the Disclosing Party pursuant to this Agreement. In particular, the Purchaser shall protect any Confidential Information pursuant to this Agreement on the bases of applicable provisions of public procurement and/or information right Laws in Albania for the protection of confidential information, trade secrets, industrial property rights. Each Recipient shall not use or disclose such Confidential Information except as permitted by this Agreement. Each Recipient shall safeguard the confidential and proprietary nature of the Disclosing Party’s Confidential Information with at least the same degree of care as it holds its own confidential or proprietary information of like kind, which shall be no less than a reasonable degree of care. The Recipient and its Representatives may use, copy, and make extracts of the Disclosing Party’s Confidential Information only in connection with fulfilling perform its obligations under this Agreement andAgreement. Recipient agrees not to disclose any Confidential Information of Discloser to Recipient’s employees, without except to those employees of Recipient with a need to know. Recipient agrees that it shall take reasonable measures to protect the secrecy of, and avoid disclosure and unauthorized use of, Discloser’s Confidential Information. Without limiting the foregoing, Recipient shall not use take at least those measures to protect Discloser’s Confidential Information that it takes to protect its own most highly confidential information and shall ensure that its employees who have access to Discloser’s Confidential Information are bound by confidentiality obligations at least as protective of the Confidential Information for the benefit of the Recipient or any of its Representatives, or for the benefit of any other Person. In the event that Recipient becomes aware of any breach of the obligations contained as those set forth in this Section 10 (Confidential Information) by it or its RepresentativesAgreement, Recipient shall promptly notify the Disclosing Party in writing prior to any disclosure of such breach and all facts known to Recipient regarding same. In addition, if Recipient is required to disclose the Disclosing PartyDiscloser’s Confidential Information in connection with any court order, statute or Government directive or requirement under any Law, to such employees. Recipient shall give not disclose the Disclosing Party notice of such request, as soon as practicable, before such Confidential Information to any third parties without Discloser’s prior consent. Confidential Information may only be disclosed to third-parties that need to know such information and, on the condition, that such third-party is disclosed so that subject to a written agreement with confidentiality obligations at least as protective of the Disclosing Party may seek an appropriate protective order or other remedy, or waive compliance with the relevant provisions of Confidential Information as those set forth in this Agreement. If the Disclosing Party seeks a protective order or other remedy, Recipient shall promptly cooperate with and reasonably assist the Disclosing Party (at the Disclosing Party’s cost) in such efforts. If the Disclosing Party fails to obtain a protective order or waives compliance with the relevant provisions of this Agreement, Recipient shall disclose only that portion of Confidential Information which its legal counsel determines it is required to disclose. Neither this Agreement nor the performance by a Party hereunder shall transfer to the Recipient any proprietary right, title, interest or claim in or to any of the Disclosing Party’s Confidential Information (including, but not limited to, any Intellectual Property rights subsisting therein) or be construed as granting a license in its Confidential Information. Notwithstanding the foregoing, in all cases, (a) Purchaser may not disclose any of the financial or indemnification provisions contained in this Agreement, including, without limitation, the price per dose of Product or refundability of the Advance Payment or any information that could reasonably ascertain the price per dose of Product, without the prior written consent of Pfizer, and (b) Pfizer Recipient may disclose (i) such Confidential Information to its Affiliates the extent it is required by applicable law to be disclosed by Recipient, provided that (to the maximum extent permitted by applicable law) Recipient gives Discloser written notice of such requirement prior to such disclosure and BioNTech without prior written consent provides reasonable assistance to Recipient, upon request and at Recipient’s expense, in obtaining an order protecting the information from public disclosure. For the avoidance of Purchaserdoubt, and (ii) upon foreign government request, financial information relating any Confidential Information required to be disclosed in accordance with the foregoing sentence shall remain Confidential Information subject to the obligations set forth in this Agreement, including cost per doseSection IX for all other purposes.

Non-Use and Non-Disclosure. Each Recipient shall, and shall cause its Representatives which have access to the Disclosing Party’s 's Confidential Information to, maintain in strict confidence, and shall not disclose to any third party, all Confidential Information observed by or disclosed to it by or on behalf of the Disclosing Party pursuant to this Agreement. In particular, the Purchaser shall protect any Confidential Information pursuant to this Agreement on the bases of applicable provisions of public procurement and/or information right Laws in Albania for the protection of confidential information, trade secrets, industrial property rights. Each Recipient shall not use or disclose such Confidential Information except as permitted by this Agreement. Each Recipient shall safeguard the confidential and proprietary nature of the Disclosing Party’s 's Confidential Information with w ith at least the same degree of care as it holds its own confidential or proprietary information of like oflike kind, which shall be no less than a reasonable degree of care. The Recipient and its Representatives may use, copy, and make extracts of the Disclosing Party’s 's Confidential Information only in connection with fulfilling its obligations under this Agreement and, without limiting the foregoing, shall not use the Confidential Information for the benefit of the Recipient or any of its Representatives, or for the benefit of any other Person. In the event that Recipient becomes aware of any breach of the obligations contained in this Section 10 IO (Confidential Information) by it or its Representatives, Recipient shall promptly notify the Disclosing Party in writing of such breach and all facts known to Recipient regarding same. In addition, if Recipient is required to disclose the Disclosing Party’s 's Confidential Information in connection with any court order, statute or Government directive or requirement under any Law, Recipient shall give the Disclosing Party notice of such request, as soon as practicable, before such Confidential Information is disclosed so that the Disclosing Party may seek an appropriate protective order or other remedy, or waive compliance with the relevant provisions of this Agreement. If the Disclosing Party seeks a protective order or other remedy, Recipient shall promptly cooperate with and reasonably assist the Disclosing Party (at the Disclosing Party’s 's cost) in such efforts. If the Disclosing Party fails to obtain a protective order or waives compliance with the relevant provisions of this Agreement, Recipient shall disclose only that portion of Confidential Information which its legal counsel determines it is required to disclose. Neither this Agreement nor the performance by a either Party hereunder shall transfer to the Recipient any proprietary right, title, interest or claim in or to any of the Disclosing Party’s 's Confidential Information (including, but not limited to, any Intellectual Property rights subsisting therein) or be construed as granting a license in its Confidential Information. Notwithstanding the foregoing, in all cases, (a) Purchaser may not disclose any of the financial or indemnification provisions contained in this Agreement, including, without limitation, the price per dose of Product or refundability of the Advance Page 28 of 46 sss Qi Payment or any information that could reasonably ascertain the price per dose of Product, without the prior written consent of Pfizer, and (b) Pfizer may disclose (i) Confidential Information to its Affiliates and BioNTech without prior written consent of Purchaser, and (ii) upon foreign government request, financial information relating to this Agreement, including cost per dose.and