Common use of Effort Clause in Contracts

Effort. Both Phytera and Lilly shall use their best efforts to conduct work on the Program so as to achieve the agreed-to-goals for the Program as described in the Research Plan. During the first Research Year, Phytera shall devote to the Program and Lilly shall fund [ ]* FTEs, unless otherwise agreed by the Parties in writing. The number of FTEs to be dedicated to the Program for subsequent Research Years shall be determined by Lilly in its sole discretion; provided, however, that (i) the effort of Phytera funded by Lilly for the second Research Year can be no less than [ ]* FTEs, and (ii) Lilly's decision with respect to the number of FTEs to be dedicated to the Program and to thereby be funded by Lilly for Research Years after the first Research Year shall be communicated in writing to Phytera at least [ ]* prior to the end of the preceding Research Year. The FTEs dedicated by Phytera to the Program shall have an optimal combination of experience and training in the Field. Lilly shall provide reasonable scientific effort as required by the Research Team during the course of the Program. Such scientific effort shall be consistent with sound scientific and business judgment as determined by Lilly.