Discovery Projects Clause Samples

Discovery Projects. Infinity represents and warrants to Purdue that all of the Discovery Projects are set forth on Schedule 1.9.

Discovery Projects. Infinity represents and warrants to MICL that all of the Discovery Projects are set forth on Schedule 1.9.

Discovery Projects. 3.9.1 Numab shall use Reasonable Best Efforts to execute each Discovery Project pursuant to its respective Research Plan and to meet the applicable IND Ready Criteria. 3.9.2 For each Discovery Project, an Antibody shall be produced in a generic lab-scale process in amounts and quality sufficient to characterize its pharmacodynamic and biophysical properties according to the agreed IND Ready Criteria. In the event that Sucampo needs additional quantity of the Antibody or Compound, Sucampo may either negotiate with Numab or with a third party to produce additional amounts of the Antibody. If necessary, upon Sucampo’s request Numab shall grant such third party the right to manufacture such additional amounts of the Antibody or Compound, provided that such third party is not a direct competitor of Numab and agrees to reasonable confidentiality and non-use obligations of the Intellectual Property Rights to be licensed to such third party for such manufacturing of Compound. The Parties agree that Contract Manufacturing Organizations (CMOs) shall not be considered direct competitors of Numab, provided that such CMO is not otherwise an Affiliate of a non-CMO direct competitor of Numab. Confidential Loan Guarantee & Development Agreement 3.9.3 Upon Numab‘s achievement of the IND Ready Criteria for a Discovery Project, Sucampo shall, within thirty (30) days after Numab provides written notification of the achievement of the IND Ready Criteria, notify Numab in writing whether Sucampo agrees that the IND Ready Criteria have been met for a given Discovery Project. In the event that Sucampo has not replied to such written notification by Numab at the expiration of the thirty (30) day period, the achievement of the IND Ready Criteria shall be deemed accepted by Sucampo. (a) In the event Sucampo agrees that the IND Ready Criteria have been met, Sucampo shall pay the Success Fee for the achievement of the respective IND Ready Criteria in accordance with Section 5.1 or 5.2, respectively. Upon payment of the applicable Success Fee, Sucampo may at any time until the expiration of the Commercialization Option Period exercise its Commercialization Option with respect to such Discovery Project. (b) In the event IND Ready Criteria for a Discovery Project are not met, Sucampo may elect, within sixty (60) days after Numab has provided written notice of its failure to meet the IND Ready Criteria, to continue to pursue the Discovery Project. The JSC will, after such election by Sucam...

Discovery Projects. (i) In addition to the Platform Development Program and Neonatal Sepsis Program, the Company will utilize the Platform Technology to diligently conduct up to [***] proposed by the Foundation or a Foundation-supported Entity and conducted by the Company utilizing the Platform Technology [***] (each such project, a “Discovery Project”) [***] and subject to the terms below. Discovery Projects must be reasonably related to Company’s ongoing research and development activities. Should a Discovery Project not be reasonably related, the Company agrees to [***] negotiate and develop a mutually agreed workplan. (ii) Each Discovery Project will be funded and conducted pursuant to the Foundation’s standard grant agreement and grant making process, which would include a Confidential Portions of this Exhibit marked as [***] have been omitted pursuant to a request for confidential treatment and have been filed separately with the Securities and Exchange Commission. proposal prepared by the Company (which will be submitted within [***] days after the Foundation’s initial request to the Company) describing the relevant work to be conducted by the Company and other related documents acceptable to the Foundation. The parties will negotiate, as part of any such grant agreements, [***] resulting from the applicable Discovery Project. If the Foundation requests that the Company continue development of a candidate identified through a Discovery Project, the Company will consider in good faith and the parties will negotiate in good faith the terms of the applicable grant proposal for such work. To the extent a Discovery Project is funded beyond the discovery phase, the specific level and allocation of additional funding responsibilities for such Discovery Project will be [***] to fairly allocate the expected benefits between Developing Countries and developed countries.