Issue link: https://htpgraphics.uberflip.com/i/116750
Radiotherapy Research 4.2 SCENARIOS If Curatics exercises such option and requires access to Background IP owned by Lakeland in order to exploit effectively Foreground IP, Lakeland will grant a non-exclusive licence to Curatics to any such Background IP that Lakeland is free to license for this specific purpose on terms and conditions to be agreed upon mutually. 5.CONFIDENTIALITY 5.1 Each party agrees during the term of this Agreement and after expiry or termination of this Agreement howsoever arising to keep secret and confidential all Confidential Information obtained from the other party or any of its Associated Companies in connection with this Agreement. Each party further agrees to use such Confidential Information exclusively for the purposes of this Agreement, and only to disclose the same to its directors or employees and Research Staff and its employees who need to know the purposes of this Agreement provided that before any such disclosure takes place such party procures that each of the directors and employees concerned shall be bound by a confidentiality undertaking protecting the Confidential Information. 5.2 The provisions of clause 5.1 shall not apply to Confidential Information or other information which the recipient party: 5.2.1 can prove to have been in its possession (other than under any obligation of confidence) at the date of receipt from the disclosing party or which becomes public knowledge (excluding disclosure to the recipient party) otherwise than through a breach of any obligation of confidentiality owed to disclosing party; or 5.2.2 is required to disclose pursuant to an obligation under statute or to a statutory or governmental body but then only to the extent of such requirement. 5.3 The provisions of this clause 5 shall survive termination or expiration of this Agreement for a period of 5 years or until the expiry of the last to expire of the Foreground IP (whichever is later). 26