Joint Development Activities Clause Samples
The Joint Development Activities clause defines the terms and conditions under which two or more parties collaborate on the research, design, or creation of a product, technology, or intellectual property. It typically outlines each party’s roles, responsibilities, and contributions, as well as procedures for decision-making, sharing of resources, and management of jointly developed results. This clause ensures that all parties have a clear understanding of their obligations and rights during the collaboration, helping to prevent disputes and facilitate efficient progress toward shared objectives.
Joint Development Activities. Licensee shall have the right during the term of this Agreement to propose to Licensor one or more joint development projects of interest to Licensee and relating to development and/or commercialization of a Conversion Process, which shall be governed by a separate written agreement between the parties which shall not be inconsistent with the terms and conditions of this Agreement. Such projects shall be open to all other Persons as mutually agreed by the Parties and who agree to pay project costs in a manner agreed upon by the parties; provided, however, Licensee shall have the right to proceed alone with funding any such project.
Joint Development Activities. With respect to the *** Licensed Program, from time to time during the License Term, either Party may submit a proposal to the other Party through the Alliance Managers to jointly conduct Development activities specifically designed for the purpose of facilitating Regulatory Approval of a *** Licensed Product in both the Gilead Territory and the MacroGenics Territory (a “Joint Development Activity”). In the event that the Parties mutually agree to conduct such Joint Development Activity, the Parties will (a) agree in writing to a written work plan and time table for conducting such Joint Development Activity and a mechanism for adopting amendments thereto; (b) agree in writing to governance and management mechanisms for such Joint Development Activity, including coordination of such Joint Development Activity through the Alliance Managers; and (c) negotiate in good faith a budget therefor, a mechanism for adopting amendments thereto, and an equitable allocation of costs between the Parties.
Joint Development Activities. Except for Development activities for which a Party [***] bears the Post-Phase I Development Costs pursuant to Sections 4.6.3 or 4.6.4, with respect to Post-Phase I Development Costs related to Development activities conducted for the purpose of obtaining or maintaining Regulatory Approval for one or more Licensed Products in the Field in the Mersana Territory and at least one Major Market in the Licensee Territory pursuant to the Global Development Plan (collectively, the “Shared Post-Phase I Development Costs”), Licensee and Mersana shall each pay fifty percent (50%) of such Shared Post-Phase I Development Costs ([***], subject to Section 4.7.
Joint Development Activities. Subject to the terms and conditions of this Agreement, Quick-Med and A▇▇▇▇ will use commercially reasonable efforts during the Term to develop Quick-Med Antimicrobial Technology for use in the Field (the “Joint Development Program”). The Parties will reasonably cooperate on such development. During the Term, A▇▇▇▇ will conduct one or more evaluations of adhesives treated with Quick-Med Antimicrobial Technology, and Quick-Med will provide basic microbiology analysis to determine the effectiveness of antimicrobial activity imparted thereto.
Joint Development Activities. APPI shall no longer be obligated to sponsor and fund any development activities pursuant to Section III(I).
Joint Development Activities. Pursuant to the Transition Services Agreement, SLM BankCo and NewCo will cooperate to jointly complete certain application development projects, including those with respect to ATLAS and [—] (“Joint Development Projects”). SLM BankCo and NewCo shall jointly own all Intellectual Property in all Materials created pursuant to Joint Development Projects (“Joint Materials”). Each Party shall, without limitation, have and retain the right to make, have made, use, lease, import, offer for sale, or sell, have sold and practice methods used in the creation or provision of products or services that incorporate the Joint Materials to the extent that such actions do not infringe upon the intellectual property rights of the other Party. Each Party shall retain the right to grant non-exclusive licenses to any Intellectual Property in the Joint Materials without any payment or accounting to the other Party.
Joint Development Activities commenting on development activities in centres and corridors to the Regional Planning Authority, preparation and submission of the business case to set-up a company to seek out and undertake joint development activities in the centres and corridors; meeting with and setting up joint development activities.
Joint Development Activities. The parties recognize that in the course of their continuing collaboration and efforts to identify optimum solutions to meet customer objectives, certain requirements may be identified for the development of innovative embedded software, processes, hardware design or applications, devices or techniques not presently within the scope of eXI’s product line. The parties agree that in connection with any such development requirement ascertained to exist solely or primarily to enable a customized or optimal solution for Agility’s customers, and where eXI consents, in writing and by form of a cost share agreement, to Agility paying eXI for a portion of the costs associated with such development, Agility will be considered as a development partner in relation to eXI’s development of such innovations. Agility will provide all requisite input regarding the business requirements and upon final development will be entitled to a non-exclusive royalty-free worldwide, irrevocable perpetual license to use such developed intellectual property or invention provided that such intellectual property or invention is manufactured by eXI, subject to eXI’s usual and customary charges for the relevant hardware or equipment itself.
Joint Development Activities. (i) Either Party may at any time submit to the JPT a proposal to collaborate with the other Party to conduct Clinical Trials or other Development activities in connection with the Development of a JAK Licensed Product; provided that such proposal is submitted in writing as far in advance as reasonably practicable and in any event not later than three (3) months before the planned FPFV. Such proposal shall contain, at a minimum, information supporting the rationale for the proposed activity related to the JAK Licensed Product from a scientific, regulatory and commercial standpoint, as well as an estimated developmental critical path and an estimate of the cost of such Development.
(ii) At any time during the period between when the proposal has been presented to the JPT and the JPT has approved the Clinical Trial or Development activity, and prior to six (6) months after such proposal is received by the JPT, the other Party may elect to participate in such Clinical Trial or other Development activity.
(iii) In the event (A) the JPT determines that such Clinical Trial or Development activity may support the worldwide Development of JAK Licensed Products; (B) the JPT approves such proposal; and (C) the Parties agree to collaborate to conduct such Clinical Trial or other Development activity with respect to JAK Licensed Products (the “Joint Development Activity”), then the Parties shall, through the JPT, amend the Development Plan for JAK Licensed Products to include a detailed description of the Joint Development Activity to be undertaken by the Parties and develop a detailed annual budget for all Development Costs for such activities to be included in the applicable Development Plan (the “Development Budget”). Each Party shall use Commercially Reasonable Efforts to perform the obligations allocated to such Party under a Development Plan for a Joint Development Activity. [***] Development Costs set forth in the applicable Development Budget [***] set forth in the applicable Development Budget). At the time such Development Plan and Development Budget is created by the JPT and approved by the JSC, the Parties shall agree upon a quarterly reporting and payment structure to implement the cost sharing set forth in the preceding sentence. In the event either Party fails to timely make an undisputed payment under the agreed upon payment plan, the payment amount shall be reflected as a credit against the monies due by the other Party under ARTICLE VIII, or, if no su...
Joint Development Activities. (a) For so long as (JAE) is employed by SRX and, during the TERM, JAE's activities relating to JOINT DEVELOPMENT shall be allocated to both ALTEA and SRX.
(b) If any of the terms and conditions of this AGREEMENT are in conflict with any SRX. NIMCO, or ALTEA employment agreement, the terms and conditions of this AGREEMENT shall prevail.
(c) If any Party finds that any of the terms and conditions (other than obligations of minimum payments and royalties) prevents that Party from entering into a SUBCONTRACT agreement that is mutually beneficial to all Parties, the Parties shall meet to discuss the situation and attempt to resolve the situation to the mutual benefit of all Parties. If the terms of this AGREEMENT are found to present a substantial barrier to COMMERCIALIZATION of either MONITORING TECHNOLOGY or JOINT DELIVERY TECHNOLOGY and this AGREEMENT can be modified without material damage to any Party, while providing equivalent economic benefit to each Party, then the Parties agree to negotiate in good faith to so modify this AGREEMENT to eliminate such barrier to COMMERCIALIZATION to the benefit of all Parties.