Common use of Initial Development Period Clause in Contracts

Initial Development Period. Subject to the terms of this Section 2.1(a), Theravance will perform, in collaboration with ▇▇▇▇▇▇▇, certain Development activities with respect to the Initial Product for the Primary Indications during the portion of the Development Term prior to the expiration of the Opt-In Period (the “Initial Development Period”). During the Initial Development Period, the Parties shall use Commercially Reasonable Efforts to Develop the Products in accordance with the Collaboration Plans (as they may be amended from time-to-time in accordance with Section 4.2(b) or Section 6.3(c)). Theravance hereby grants a non-exclusive license to ▇▇▇▇▇▇▇ under Theravance IP for purposes of conducting such Development activities as are assigned to ▇▇▇▇▇▇▇ in the Collaboration Plans, during the Initial Development Period. Without ***CERTAIN INFORMATION HAS BEEN OMITTED AND FILED SEPARATELY WITH THE COMMISSION. CONFIDENTIAL TREATMENT HAS BEEN REQUESTED WITH RESPECT TO THE OMITTED PORTIONS. limiting the foregoing, Theravance shall use Commercially Reasonable Efforts to conduct the Initial Trials and any other activities assigned to Theravance in the Collaboration Plans and decided by the JSC to be performed prior to the Opt-In Date as set forth in the Collaboration Plans, at its own expense as set forth in the Phase 2 Budget, subject to Section 6.3(c). Promptly following completion of the Initial Trials, Theravance shall provide ▇▇▇▇▇▇▇ with the Triggering Data Package After Phase 2. In addition, following Theravance’s receipt of ▇▇▇▇▇▇▇’▇ written request made within [***] of receipt of the Triggering Data Package After Phase 2, Theravance shall, within [***] of such request, provide ▇▇▇▇▇▇▇ with any additional information within Theravance’s Control that is reasonably requested by ▇▇▇▇▇▇▇ with respect to the Initial Compounds or the Initial Product. If any of the information so requested is not within Theravance’s Control, Theravance shall notify ▇▇▇▇▇▇▇ in writing during such [***] period that Theravance does not have such additional information. The deadline for ▇▇▇▇▇▇▇ to provide the Exercise Notice at the end of the Opt-In Period shall be extended until [***] after Theravance shall have delivered such additional information reasonably requested by ▇▇▇▇▇▇▇; provided that if Theravance shall in good faith reasonably believe it has provided such additional information (or that it does not have such additional information), it may deliver a written notice to that effect and stating the date on which such delivery occurred (or that it does not have such additional information), in which case the deadline for ▇▇▇▇▇▇▇ to provide the Exercise Notice at the end of the Opt-In Period will not be so extended, unless ▇▇▇▇▇▇▇ in good faith reasonably believes any such additional information that Theravance has and is reasonably requested by ▇▇▇▇▇▇▇ remains undelivered and, within [***] after delivery of such notice by Theravance, delivers a written notice to Theravance to that effect (setting forth with specificity what additional information has not yet been delivered). The Triggering Data Package After Phase 2, and all additional information provided by Theravance pursuant to this Section 2.1(a) shall be the Confidential Information of Theravance, subject to the protections of Article 10.

Initial Development Period. Subject to the terms of this Section 2.1(a), Theravance will perform, in collaboration with ▇▇▇▇▇▇▇, certain Development activities with respect to the Initial Product for the Primary Indications during the portion of the Development Term prior to the expiration of the Opt-In Period (the “"Initial Development Period”"). During the Initial Development Period, the Parties shall use Commercially Reasonable Efforts to Develop the Products in accordance with the Collaboration Plans (as they may be amended from time-to-time in accordance with Section 4.2(b) or Section 6.3(c)). Theravance hereby grants a non-exclusive license to ▇▇▇▇▇▇▇ under Theravance IP for purposes of conducting such Development activities as are assigned to ▇▇▇▇▇▇▇ in the Collaboration Plans, during the Initial Development Period. Without ***CERTAIN INFORMATION HAS BEEN OMITTED AND FILED SEPARATELY WITH THE COMMISSION. CONFIDENTIAL TREATMENT HAS BEEN REQUESTED WITH RESPECT TO THE OMITTED PORTIONS. ​ limiting the foregoing, Theravance shall use Commercially Reasonable Efforts to conduct the Initial Trials and any other activities assigned to Theravance in the Collaboration Plans and decided by the JSC to be performed prior to the Opt-In Date as set forth in the Collaboration Plans, at its own expense as set forth in the Phase 2 Budget, subject to Section 6.3(c). Promptly following completion of the Initial Trials, Theravance shall provide ▇▇▇▇▇▇▇ with the Triggering Data Package After Phase 2. In addition, following Theravance’s 's receipt of ▇▇▇▇▇▇▇’'▇ written request made within [***] of receipt of the Triggering Data Package After Phase 2, Theravance shall, within [***] of such request, provide ▇▇▇▇▇▇▇ with any additional information within Theravance’s 's Control that is reasonably requested by ▇▇▇▇▇▇▇ with respect to the Initial Compounds or the Initial Product. If any of the information so requested is not within Theravance’s 's Control, Theravance shall notify ▇▇▇▇▇▇▇ in writing during such [***] period that Theravance does not have such additional information. The deadline for ▇▇▇▇▇▇▇ to provide the Exercise Notice at the end of the Opt-In Period shall be extended until [***] after Theravance shall have delivered such additional information reasonably requested by ▇▇▇▇▇▇▇; provided that if Theravance shall in good faith reasonably believe it has provided such additional information (or that it does not have such additional information), it may deliver a written notice to that effect and stating the date on which such delivery occurred (or that it does not have such additional information), in which case the deadline for ▇▇▇▇▇▇▇ to provide the Exercise Notice at the end of the Opt-In Period will not be so extended, unless ▇▇▇▇▇▇▇ in good faith reasonably believes any such additional information that Theravance has and is reasonably requested by ▇▇▇▇▇▇▇ remains undelivered and, within [***] after delivery of such notice by Theravance, delivers a written notice to Theravance to that effect (setting forth with specificity what additional information has not yet been delivered). The Triggering Data Package After Phase 2, and all additional information provided by Theravance pursuant to this Section 2.1(a) shall be the Confidential Information of Theravance, subject to the protections of Article 10.