Party who has breached or threatened to breach this Agreement agrees not to raise the defense of an adequate remedy at law.

  1. All media releases, public announcements, and demonstrations by any Party to this Agreement relating to the Matter, its subject matter, or the purpose of this Agreement must be approved in writing in advance signed by all Parties prior to the release, announcement, or demonstration.

  2. No party shall assign any of its obligations under the Agreement without the prior written consent of the Company, which shall not be unreasonably withheld or delayed.

    1. Not withstanding the foregoing, the Company shall have the right to assign this Agreement to an entity as a result of merger, acquisition, reorganization, or sale of substantially all of the Company’s assets.

  1. The obligation to hold Confidential Information confidential is perpetual and shall survive this Agreement.

  2. This Agreement represents the entire understanding between the Parties, and the terms and conditions of this Agreement supersede the terms of any prior agreements or understanding, express or implied, written or oral.

  3. This Agreement may not be amended except in writing signed by all Parties.

  4. The provisions of this Agreement are considered to be severable, and in the event that any provision is held to be invalid or unenforceable, the Parties intend that the remaining provisions will remain in full force and effect to the extent possible and in keeping with the intent of the Parties.

  5. There are no additional party beneficiaries to this Agreement.

  6. Failure by a Party to enforce or exercise any provision, right, or option contained in this Agreement will not be construed as a present or future waiver of such provision, right, or option.

Accepted by

[Enter Name of Company]

Accepted by

[Enter Name of Company Possessing the Data to Be Shared]

By:

Name:

Title:

Date:

By:

Name:

Title:

Date:



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