Common use of Celgene Exclusivity Clause in Contracts

Celgene Exclusivity. During the Research Term, Celgene and its Affiliates shall not, except as otherwise expressly permitted in this Agreement or any applicable Development & Commercialization Agreement, on a Program-by-Program basis: (i) [***] (A) [***], (B) [***], or (C) [***], or [***]. Upon exercise of any Option, Celgene understands and agrees that it also shall be bound by the exclusivity provisions set forth in the applicable Development & Commercialization Agreement with respect to the applicable Program. For clarity, the restrictions described in this Section 5.2 shall not apply to: (A) any Lapsed Targets or any Biologic or pharmaceutical product Specifically Directed to any Lapsed Target; (B) PD-1; (C) any Excluded Celgene Target, Excluded Celgene Program, or Excluded Jounce Target; or (D) with respect to [***], any Biologic that is Specifically Directed to [***]. Both Parties understand and agree that, when any Program hereunder becomes a “Lapsed Program”, any Biologics that are Immune Activating or Immune Suppressing, as applicable, and Specifically Directed to the applicable Collaboration Target for such Lapsed Program shall no longer be subject to this Section 5.2.

Appears in 2 contracts

Sources: Master Research and Collaboration Agreement (Jounce Therapeutics, Inc.), Master Research and Collaboration Agreement (Jounce Therapeutics, Inc.)