Breadboard Phase Sample Clauses
The Breadboard Phase clause defines the initial stage of a project where a basic, functional prototype is developed to test key concepts and components. During this phase, the parties typically focus on assembling and evaluating a simplified version of the product, often using readily available materials and without full integration or final design features. This clause ensures that both parties agree on the objectives, deliverables, and evaluation criteria for this early prototype, helping to identify technical feasibility and potential issues before committing significant resources to further development.
Breadboard Phase. The Breadboard Phase of the program shall not commence unless and until In-Q-Tel has delivered a Notice to Proceed to Nanosys. Upon the completion of the Feasibility Phase, In-Q-Tel will assess the results of the Feasibility Phase and the applicability of the program to its and the CIA's needs and interests. This assessment will be independent of acceptance of Deliverables but In-Q-Tel may use information contained in the Deliverables in furtherance of its assessment activity. In-Q-Tel may, at its option and sole discretion, terminate this Agreement and not proceed to the Breadboard Phase if it determines that is appropriate. In-Q-Tel shall notify Nanosys in writing of such termination, but need not specify any reasons for termination. Such termination shall not constitute a "default" as contemplated by Section 11.a of the Development Agreement and the post-termination language in Section 11.c of the Development Agreement shall apply to any such termination. If In-Q-Tel determines to proceed to the Breadboard Phase, In-Q-Tel shall deliver a Notice to Proceed to Nanosys and the Breadboard Phase shall commence promptly. Upon commencement of the Breadboard Phase, [*** Redacted] that was constructed and brought to operation during the Feasibility Phase will be used as a baseline platform for [*** Redacted] and Nanosys shall continue to use its commercially reasonable efforts, as set forth above, toward [*** Redacted] as contemplated by this Statement of Work. Optimization efforts shall focus on [*** Redacted]. The final breadboard device resulting from the Breadboard Phase is targeted to [*** Redacted]
Breadboard Phase. The Feasibility Phase must be satisfactorily completed and a Notice to Proceed obtained from In-Q-Tel before proceeding to the Breadboard Phase. Nanosys covenants and agrees that over the entire course of the program (both Feasibility and Breadboard Phases), it will spend at least $3 Million on the research and development of nanowire [*** Redacted] outside of this program, but which technology may be applied to this program. *** Confidential treatment requested pursuant to a request for confidential treatment filed with the Securities and Exchange Commission. Omitted portions have been filed separately with the Commission. In-Q-Tel Proprietary -10-
Breadboard Phase. The Feasibility Phase must be satisfactorily completed and a Notice to Proceed obtained from In-Q-Tel before proceeding to the Breadboard Phase. Nanosys covenants and agrees that over the entire course of the program (both Feasibility and Breadboard Phases), it will [*** Redacted]. *** Confidential treatment requested pursuant to a request for confidential treatment filed with the Securities and Exchange Commission. Omitted portions have been filed separately with the Commission. In-Q-Tel Proprietary -10- CONTRACT NUMBER: [*** Redacted] The following deliverables and services are common to both phases of the program: - Kickoff Meetings Nanosys shall participate in kickoff meetings with representatives of In-Q-Tel and the CIA at a location designated by In-Q-Tel. The parties will review the development program for the current phase and will confirm logistical arrangements for execution of the effort. The parties will also have an opportunity to clarify any ambiguity in the technical description of the effort. - Progress Reports Nanosys shall provide progress reports (of a quality and comprehensiveness that would be contained in a Government funded research report) with approximately every [*** Redacted] that include: detailed description of work performed since the previous reporting period - detailed description of Services performed, - engineering support hours expended during the progress period, - description of technical issues pertinent to the deliverables, - disclosure of any potential risk to timely delivery of the deliverables, and - identification of any "subject inventions" as contemplated by Exhibit 3 ("subject inventions").
