R&D Program Proposals Clause Samples
The R&D Program Proposals clause outlines the process and requirements for submitting, reviewing, and approving research and development project proposals within an agreement. Typically, this clause specifies the format and content that proposals must include, such as objectives, timelines, budgets, and deliverables, and may set forth deadlines or procedures for evaluation by a designated committee or party. Its core practical function is to ensure that all R&D initiatives are clearly defined, systematically evaluated, and aligned with the parties' objectives, thereby facilitating efficient project selection and resource allocation.
R&D Program Proposals. Subject to the remainder of this Section 2.3, at any time during the R&D Term, Merck may propose new R&D Programs by providing Moderna with written notice identifying for each such proposed new R&D Program, (i) the proposed R&D Program Pathogen, the proposed R&D Targets (and, if applicable, [***]), and (ii) if Merck is nominating a new R&D Program to replace an existing R&D Program, the R&D Program that is being replaced (each such notice, an “R&D Program Proposal”), provided that the number of concurrent R&D Programs in effect during the R&D Term may not exceed [***]. If an R&D Program Proposal submitted by Merck satisfies the requirements of this Section 2.3(a), Section 2.3(b) and Section 2.3(c), the proposed R&D Program will become an R&D Program hereunder. Any R&D Program that is being replaced by a new R&D Program will be a Discontinued Program hereunder.