Common use of Information Exchange and Development Assistance Clause in Contracts

Information Exchange and Development Assistance. Until the expiration or termination of the final RLP Development Plan, upon the reasonable request of the other Party, each Party will provide to the other Party, without additional compensation and in a commercially reasonable format, Know-How Controlled by such Party or its Related Parties that is licensed to the other Party under this Agreement (i.e., Know-How included in Novartis Technology for Novartis and Know-How included in Surface Technology for Surface) to the extent that it is reasonably necessary or useful for Development of Regional Antibody Candidates or Regional Licensed Products in the requesting Party’s Territory or for obtaining or maintaining Regulatory Approval for Regional Licensed Products in the requesting Party’s Territory, including copies of (a) all scientific information and data related to such Regional Antibody Candidates or Regional Licensed Products (including all data made, collected or otherwise generated in the conduct of any pre-clinical studies, Clinical Studies, Supplemental Studies or Regional [***] Activities for which a Party as Non- Proposing Party has exercised its Additional Development Opt-In Notice, or early access/named patient programs for the Regional Licensed Products, as well as CMC information), and (b) protocols and investigator brochures, in each case, that are reasonably necessary for the other Party (or its Related Parties) to perform its obligations or exploit its rights under this Agreement with respect to such Regional Antibody Candidates or Regional Licensed Products. CERTAIN CONFIDENTIAL PORTIONS OF THIS EXHIBIT WERE OMITTED AND REPLACED WITH “[***]”. A COMPLETE VERSION OF THIS EXHIBIT HAS BEEN FILED SEPARATELY WITH THE SECRETARY OF THE SECURITIES AND EXCHANGE COMMISSION PURSUANT TO AN APPLICATION REQUESTING CONFIDENTIAL TREATMENT PURSUANT TO RULE 406 PROMULGATED UNDER THE SECURITIES ACT OF 1933, AS AMENDED.

Appears in 3 contracts

Samples: Collaboration Agreement (Surface Oncology, Inc.), Collaboration Agreement (Surface Oncology, Inc.), Collaboration Agreement (Surface Oncology, Inc.)

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Information Exchange and Development Assistance. Until the expiration or termination of the final RLP Global Development Plan, upon the reasonable request of the other Party, each Party will shall provide to the other Party, without additional compensation (except as provided in Section 6.5 (Transfer of Manufacturing Know-How) of the Master Agreement) and in a commercially reasonable format, Know-How Controlled by such Party or and/or its Related Parties that is licensed to the other Party under this Agreement these Co-Co License Terms (i.e., Know-How included in Novartis Genzyme Technology for Novartis Genzyme and Know-How included in Surface Alnylam Technology for SurfaceAlnylam) to the extent that it is reasonably necessary or useful for Development of Regional Antibody Candidates or Regional Developing a Co-Co Licensed Products Product in the requesting Party’s Territory or for obtaining or maintaining Regulatory Approval for Regional a Co-Co Licensed Products Product in the requesting Party’s Territory, including copies of (a) all scientific information and data related to such Regional Antibody Candidates or Regional Co-Co Licensed Products Product (including all data made, collected or otherwise generated in the conduct of any pre-clinical studies, Clinical Studies, Supplemental Secondary Indication Studies or Regional [***] Activities for which a Party as Non- Proposing Party has exercised its Additional Development Opt-In Notice, or early access/named patient programs for the Regional Co-Co Licensed Products, as well as CMC information), and (b) protocols and investigator brochures, in each case, that are reasonably necessary for the other Party (or its Related Parties) to perform its obligations or exploit its rights under this Agreement these Co-Co License Terms with respect to such Regional Antibody Candidates Co-Co Licensed Product. Notwithstanding the foregoing, Genzyme shall have no obligation to transfer or Regional Licensed Products. CERTAIN CONFIDENTIAL PORTIONS OF THIS EXHIBIT WERE OMITTED AND REPLACED WITH disclose to Alnylam any Know-How included in the Genzyme Manufacturing IP; provided, however, that if Genzyme elects, in its sole discretion, to transfer or disclose any such Know-How to Alnylam in writing, it shall be [***]”. A COMPLETE VERSION OF THIS EXHIBIT HAS BEEN FILED SEPARATELY WITH THE SECRETARY OF THE SECURITIES AND EXCHANGE COMMISSION PURSUANT TO AN APPLICATION REQUESTING CONFIDENTIAL TREATMENT PURSUANT TO RULE 406 PROMULGATED UNDER THE SECURITIES ACT OF 1933, AS AMENDEDGenzyme Disclosed Manufacturing Know-How” under these Co-Co License Terms and licensed to Alnylam in accordance with Section 7.2.3 (License to Genzyme Disclosed Manufacturing Know-How).

Appears in 1 contract

Samples: Master Agreement (Alnylam Pharmaceuticals, Inc.)

Information Exchange and Development Assistance. Until the expiration or termination of the final RLP Global Development Plan, upon the reasonable request of the other Party, each Party will shall provide to the other Party, without additional compensation (except as provided in Section 6.5 of the Master Agreement (Transfer of Manufacturing Know-How)) and in a commercially reasonable format, Know-How Controlled by such Party or and/or its Related Parties that is licensed to the other Party under this Agreement these Regional License Terms (i.e., i.e. Know-How included in Novartis Genzyme Technology for Novartis Genzyme and Know-How included in Surface Alnylam Technology for SurfaceAlnylam) to the extent that it is reasonably necessary or useful for Development of Regional Antibody Candidates or Developing a Regional Licensed Products Product in the requesting Party’s Territory or for obtaining or maintaining Regulatory Approval for a Regional Licensed Products Product in the requesting Party’s Territory, including copies of (a) all scientific information and data related to such Regional Antibody Candidates or Regional Licensed Products Product (including all data made, collected or otherwise generated in the conduct of any pre-clinical studies, Clinical Studies, Supplemental Secondary Indication Studies or Regional [***] Activities for which a Party as Non- Proposing Party has exercised its Additional Development Opt-In Notice, or early access/named patient programs for the Regional Licensed Products, as well as CMC information), and (b) protocols and investigator brochures, in each case, that are reasonably necessary for the other Party (or its Related Parties) to perform its obligations or exploit its rights under this Agreement these Regional License Terms with respect to such Regional Antibody Candidates Licensed Product. Notwithstanding the foregoing, Genzyme shall have no obligation to transfer or disclose to Alnylam any Know-How included in the Genzyme Manufacturing IP; provided, however, that if Genzyme elects, in its sole discretion, to transfer or disclose any such Know-How to Alnylam in writing, it shall be “Genzyme Disclosed Manufacturing Know-How” under these Regional Licensed ProductsLicense Terms and licensed to Alnylam in accordance with Section 6.2.3 (License to Genzyme Disclosed Manufacturing Know-How). CERTAIN CONFIDENTIAL PORTIONS OF THIS EXHIBIT WERE OMITTED AND REPLACED WITH “[***]”. A COMPLETE VERSION OF THIS EXHIBIT HAS BEEN FILED SEPARATELY WITH THE SECRETARY OF THE SECURITIES AND EXCHANGE COMMISSION PURSUANT TO AN APPLICATION REQUESTING CONFIDENTIAL TREATMENT PURSUANT TO UNDER RULE 406 PROMULGATED UNDER 24b-2 OF THE SECURITIES EXCHANGE ACT OF 1933, AS AMENDED1934.

Appears in 1 contract

Samples: Master Agreement (Alnylam Pharmaceuticals, Inc.)

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Information Exchange and Development Assistance. Until During the expiration or termination of the final RLP Development PlanTerm, upon the reasonable request of the other Party, each Party will shall provide to the other Party, without additional compensation (except as provided in Section 6.2) and in a commercially reasonable format, Know-How Controlled by such Party or and/or its Related Parties that is licensed to the other Party under this Agreement (i.e., i.e. Know-How included in Novartis Genzyme Technology for Novartis Genzyme and Know-How included in Surface Alnylam Technology for SurfaceAlnylam) to the extent that it is reasonably necessary or useful for Development of Regional Antibody Candidates or Regional Developing a Licensed Products Product in the requesting Party’s Territory or for obtaining or maintaining Regulatory Approval for Regional a Licensed Products Product in the requesting Party’s Territory, including copies of (a) all scientific information and data related to such Regional Antibody Candidates or Regional the Licensed Products (including all data made, collected or otherwise generated in the conduct of any pre-clinical studies, Clinical Studies, Supplemental Post-Approval Studies or Regional [***] Activities for which a Party as Non- Proposing Party has exercised its Additional Development Opt-In Notice, or early access/named patient programs for the Regional Licensed Products, as well as CMC information), and (b) protocols and investigator brochures, in each case, that are reasonably necessary for the other Party (or its Related Parties) to perform its obligations or exploit its rights under this Agreement with respect to such Regional Antibody Candidates or Regional Licensed Products. CERTAIN CONFIDENTIAL PORTIONS OF THIS EXHIBIT WERE OMITTED AND REPLACED WITH Notwithstanding the foregoing, Genzyme shall have no obligation to transfer or disclose to Alnylam any Know-How included in the Genzyme Manufacturing IP; provided however, that if Genzyme elects, in its sole discretion, to transfer or disclose any such Know-How to Alnylam in writing, it shall be [***]”. A COMPLETE VERSION OF THIS EXHIBIT HAS BEEN FILED SEPARATELY WITH THE SECRETARY OF THE SECURITIES AND EXCHANGE COMMISSION PURSUANT TO AN APPLICATION REQUESTING CONFIDENTIAL TREATMENT PURSUANT TO RULE 406 PROMULGATED UNDER THE SECURITIES ACT OF 1933, AS AMENDEDGenzyme Disclosed Manufacturing Know-How” under this Agreement and licensed to Alnylam in accordance with Section 7.2.3.

Appears in 1 contract

Samples: License and Collaboration Agreement (Alnylam Pharmaceuticals, Inc.)

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