Initial Transfers. Company will transfer to Vertex a copy of all Licensed Know-How in its possession or Control as of the Effective Date pertaining to the AAV [***] Capsids and any other Capsid that is necessary or reasonably likely to be useful for the Research, Development, Manufacture and Commercialization of Capsids and Products for DMD or DM1 including, for the avoidance of doubt, any and all relevant materials ([***]), and any documentation ([***]) or similar removable media ([***]), but excluding any Licensed Know-How comprising the Company Platform. Company will provide such Licensed Know-How to Vertex within [***] after the Effective Date; provided that, in accordance with Section 11.3 (but without the need to provide notice required by such Section 11.3) such time period may be tolled if Company is unable to transfer such Licensed Know-How as a result of any Force Majeure. Company will transfer to Vertex a copy of all Licensed Know-How in its possession or Control as of the date of the exercise of the Option with respect to Cystic Fibrosis or [***] (as applicable) pertaining to any Capsid that is necessary or reasonably likely to be useful for the Research, Development, Manufacture and Commercialization of Capsids and Products for Cystic Fibrosis or [***] (as applicable) including, for the avoidance of doubt, any and all relevant materials (e.g., [***]), and any documentation ([***]) or similar removable media ([***]), but in each case excluding any Licensed Know-How comprising the Company Platform. Company will provide such Licensed Know-How to Vertex within [***] after the applicable Option exercise.
Appears in 2 contracts
Sources: Strategic Collaboration and License Agreement (Affinia Therapeutics Inc.), Strategic Collaboration and License Agreement (Affinia Therapeutics Inc.)