DISCLOSE THE FINANCIAL TERMS OF THIS AGREEMENT, THE SIDE AGREEMENT
OR THE CONVERTIBLE PROMISSORY NOTE TO POTENTIAL, BONA FIDE INVESTORS AND
INVESTMENT BANKERS, IN EACH CASE, WHERE PRACTICABLE, UNDER CONFIDENTIALITY
PROVISIONS SIMILAR TO AND NO LESS RESTRICTIVE THAN THOSE OF THIS AGREEMENT.
EACH PARTY SHALL GIVE THE OTHER PARTY A REASONABLE OPPORTUNITY (TO THE EXTENT
CONSISTENT WITH LAW) TO REVIEW ALL MATERIAL FILINGS WITH THE SEC DESCRIBING THE
TERMS OF THIS AGREEMENT, THE SIDE AGREEMENT OR THE CONVERTIBLE PROMISSORY NOTE
PRIOR TO SUBMISSION OF SUCH FILINGS, AND SHALL GIVE DUE CONSIDERATION TO ANY
REASONABLE COMMENTS BY THE NON-FILING PARTY RELATING TO SUCH FILING, INCLUDING
WITHOUT LIMITATION THE PROVISIONS OF THIS AGREEMENT, THE SIDE AGREEMENT OR THE
CONVERTIBLE PROMISSORY NOTE FOR WHICH CONFIDENTIAL TREATMENT SHOULD BE SOUGHT.
9.4
PRIOR CONFIDENTIALITY AGREEMENT SUPERSEDED.
THIS AGREEMENT SUPERSEDES THE
CONFIDENTIAL DISCLOSURE AGREEMENT EXECUTED BY REGULUS, ITS PARENT COMPANIES AND
GSK ON [***] (INCLUDING ANY AND ALL AMENDMENTS THERETO).
ALL INFORMATION
EXCHANGED BETWEEN THE PARTIES UNDER THAT AGREEMENT SHALL BE DEEMED CONFIDENTIAL
INFORMATION HEREUNDER AND SHALL BE SUBJECT TO THE TERMS OF THIS ARTICLE 9.
9.5
REMEDIES.
NOTWITHSTANDING SECTION 13.1, EACH PARTY SHALL BE ENTITLED TO
SEEK, IN ADDITION TO ANY OTHER RIGHT OR REMEDY IT MAY HAVE, AT LAW OR IN EQUITY,
A TEMPORARY INJUNCTION, WITHOUT THE POSTING OF ANY BOND OR OTHER SECURITY,
ENJOINING OR RESTRAINING THE OTHER PARTY FROM ANY VIOLATION OR THREATENED
VIOLATION OF THIS ARTICLE 9.
89
9.6
PUBLICATIONS.
THE PARTIES ACKNOWLEDGE THAT SCIENTIFIC LEAD TIME IS A KEY
ELEMENT OF THE VALUE OF THE COLLABORATION UNDER THIS AGREEMENT AND FURTHER AGREE
TO USE DILIGENT EFFORTS TO CONTROL PUBLIC SCIENTIFIC DISCLOSURES OF THE RESULTS
OF THE DEVELOPMENT ACTIVITIES UNDER THIS AGREEMENT TO PREVENT ANY POTENTIAL
ADVERSE EFFECT OF ANY PREMATURE PUBLIC DISCLOSURE OF SUCH RESULTS.
THE PARTIES
SHALL ESTABLISH A PROCEDURE FOR PUBLICATION REVIEW AND EACH PARTY SHALL FIRST
SUBMIT TO THE OTHER PARTY THROUGH THE JOINT PATENT SUBCOMMITTEE AN EARLY DRAFT
OF ALL SUCH PUBLICATIONS, WHETHER THEY ARE TO BE PRESENTED ORALLY OR IN WRITTEN
FORM, AT LEAST [***] DAYS PRIOR TO SUBMISSION FOR PUBLICATION.
EACH PARTY SHALL
REVIEW SUCH PROPOSED PUBLICATION IN ORDER TO AVOID THE UNAUTHORIZED DISCLOSURE
OF A PARTY'S CONFIDENTIAL INFORMATION AND TO PRESERVE THE PATENTABILITY OF
INVENTIONS ARISING FROM THE COLLABORATION.
IF, AS SOON AS REASONABLY POSSIBLE,
BUT NO LONGER THAN [***] DAYS FOLLOWING RECEIPT OF AN ADVANCE COPY OF A PARTY'S
PROPOSED PUBLICATION, THE OTHER PARTY INFORMS SUCH PARTY THAT ITS PROPOSED
PUBLICATION CONTAINS CONFIDENTIAL INFORMATION OF THE OTHER PARTY, THEN SUCH
PARTY SHALL DELETE SUCH CONFIDENTIAL INFORMATION FROM ITS PROPOSED PUBLICATION.
IN ADDITION, IF AT ANY TIME DURING SUCH [***] DAY PERIOD, THE OTHER PARTY
INFORMS SUCH PARTY THAT ITS PROPOSED PUBLICATION DISCLOSES INVENTIONS MADE BY
EITHER PARTY IN THE COURSE OF THE COLLABORATION UNDER THIS AGREEMENT THAT HAVE
NOT YET BEEN PROTECTED THROUGH THE FILING OF PATENT APPLICATION, OR THE PUBLIC
DISCLOSURE OF SUCH PROPOSED PUBLICATION COULD BE EXPECTED TO HAVE A MATERIAL
ADVERSE EFFECT ON ANY PATENT RIGHTS OR KNOW-HOW