WILL BE LIMITED TO THAT INFORMATION WHICH IS LEGALLY
REQUIRED TO BE DISCLOSED IN RESPONSE TO SUCH COURT OR GOVERNMENTAL ORDER;
(II)
OTHERWISE REQUIRED TO COMPLY WITH APPLICABLE LAWS, INCLUDING TO
THE EXTENT SUCH DISCLOSURE IS REQUIRED IN PUBLICLY FILED FINANCIAL STATEMENTS OR
OTHER PUBLIC STATEMENTS UNDER RULES GOVERNING A STOCK EXCHANGE (E.G., THE
RULES OF THE UNITED STATES SECURITIES AND EXCHANGE COMMISSION, NASDAQ, NYSE,
UKLA OR ANY OTHER STOCK EXCHANGE OR WHICH SECURITIES OF EITHER PARTY MAY BE
LISTED) PROVIDED, HOWEVER, TO THE EXTENT POSSIBLE BEARING IN MIND SUCH
APPLICABLE LAWS AND SUBJECT TO THE NEXT SUBSEQUENT SENTENCE OF THIS PARAGRAPH,
THE RECEIVING PARTY SHALL PROVIDE THE OTHER PARTY WITH A COPY OF THE PROPOSED
TEXT OF SUCH STATEMENTS OR DISCLOSURE FIVE (5) BUSINESS DAYS IN ADVANCE OF THE
DATE ON WHICH THE DISCLOSURE IS TO BE MADE TO ENABLE THE OTHER PARTY TO REVIEW
AND PROVIDE COMMENTS, UNLESS A SHORTER REVIEW TIME IS AGREED.
IF THE COMPLIANCE
WITH AN APPLICABLE LAW REQUIRES FILING OF THIS AGREEMENT, THE FILING PARTY SHALL
TO THE EXTENT POSSIBLE SEEK CONFIDENTIAL TREATMENT OF PORTIONS OF THIS AGREEMENT
FROM THE RELEVANT COMPETENT AUTHORITY AND SHALL PROVIDE THE OTHER PARTY WITH A
COPY OF THE PROPOSED FILINGS AT LEAST TEN (10) BUSINESS DAYS PRIOR TO FILING FOR
THE OTHER PARTY TO REVIEW ANY SUCH PROPOSED FILING.
EACH PARTY AGREES THAT IT
WILL OBTAIN ITS OWN LEGAL ADVICE WITH REGARD TO ITS COMPLIANCE WITH APPLICABLE
LAWS AND WILL NOT RELY ON ANY STATEMENTS MADE BY THE OTHER RECEIVING PARTY
RELATING TO SUCH LAWS;
(III)
MADE BY SUCH RECEIVING PARTY TO THE REGULATORY AUTHORITIES AS
NECESSARY FOR (A) THE DEVELOPMENT OR COMMERCIALIZATION OF A ALICAFORSEN PRODUCT
IN A PARTICULAR COUNTRY, OR (B) AS REQUIRED IN CONNECTION WITH ANY FILING,
APPLICATION OR REQUEST FOR REGULATORY APPROVAL IN A PARTICULAR COUNTRY AND IN
EITHER CASE TO THE EXTENT CONSISTENT WITH THE LICENSES GRANTED UNDER THE TERMS
OF THIS AGREEMENT;
(IV)
MADE BY THE RECEIVING PARTY, IN CONNECTION WITH THE PERFORMANCE OF
THIS AGREEMENT, TO AFFILIATES SUBLICENSEES, LICENSORS, LICENSEES, DIRECTORS,
OFFICERS, EMPLOYEES, CONSULTANTS, REPRESENTATIVES OR AGENTS, EACH OF WHOM PRIOR
TO DISCLOSURE MUST BE BOUND BY OBLIGATIONS OF CONFIDENTIALITY AND NON-USE AT
LEAST EQUIVALENT IN SCOPE TO THOSE SET FORTH IN THIS AGREEMENT;
(V)
MADE BY THE RECEIVING PARTY TO EXISTING OR POTENTIAL ACQUIRERS;
EXISTING OR POTENTIAL PHARMACEUTICAL COLLABORATORS (TO THE EXTENT CONTEMPLATED
HEREUNDER); INVESTMENT BANKERS; EXISTING OR POTENTIAL INVESTORS, MERGER
CANDIDATES, PARTNERS, VENTURE CAPITAL FIRMS OR OTHER FINANCIAL INSTITUTIONS OR
INVESTORS FOR PURPOSES OF OBTAINING FINANCING; OR, BONA FIDE STRATEGIC POTENTIAL
PARTNERS; EACH OF WHOM PRIOR TO DISCLOSURE MUST BE BOUND BY OBLIGATIONS OF
CONFIDENTIALITY AND NON-USE AT LEAST EQUIVALENT IN SCOPE TO THOSE SET FORTH IN
THIS AGREEMENT; OR
(VI)
MADE BY THE RECEIVING PARTY TO ITS LEGAL ADVISERS FOR THE PURPOSE
OF SEEKING ADVICE.
"Business Day" means 9.00am to 5.00pm local time on any day, other than
Saturday, Sunday or any statutory holiday or public holiday in the United States
or England and Wales.
"Calendar Year"