Research Program Funding Clause Samples
Research Program Funding. Amgen shall fund and Array shall conduct the Research Program(s) at the following effort levels ("Funding Commitment"):
5.1.1 Beginning on November 1, 2001, Amgen shall provide funding to Array for [***] performing activities under the Research Programs or pursuant to Section 5.7 below, through the [***] of the Research Program Initial Term. [***] CONFIDENTIAL TREATMENT OF REDACTED PORTIONS HAS BEEN REQUESTED
5.1.2 Each Array Researcher FTE allocated to the Research Program under the Research Plan will be funded by Amgen during the Initial Term at a rate [***] and, if the term of the Research Program is extended for an [***] pursuant to Section 2.10.1, each Array Researcher FTE allocated to the Research Program under a Research Plan, or performing activities pursuant to Section 5.7 below, will be funded by Amgen at a mutually-agreed rate [***] (the "FTE Rate").
5.1.3 Payment by Amgen to Array for the first quarter of the Research Program shall be made within [***] days after the Effective Date. Thereafter payments shall be made by Amgen to Array quarterly, in advance, within [***] days after receipt of an invoice from Array which sets forth the actual Array Researcher FTEs from the previous quarter and the estimated FTEs for the upcoming quarter.
5.1.4 In the event that for any quarter of the Research Program the number of Array Researcher FTEs funded by Amgen for such quarter shall exceed the number of Array Researcher FTEs devoted to the conduct of the Research Program in such quarter, Amgen shall be entitled to credit any such excess against the Funding Commitment in the next quarter. In the event that upon termination of the Research Program the aggregate number of Array Researcher FTEs funded by Amgen over the term of the Research Program shall exceed the aggregate number of Array Researcher FTEs devoted to the conduct of the Research Program over the term of the Research Program, Array shall promptly reimburse Amgen for such excess at the applicable FTE Rate.
5.1.5 The parties acknowledge that under a Research and License Agreement, dated October 26, 2000, Amgen provided funding to Array for a research collaboration. [***].
5.1.6 At any time during the term of the Research Program, either party may propose in writing an increase or decrease of the number of FTEs, but the other party is not obligated to accept such proposal, and any Funding Commitment for the remaining term of the Research Program will be increased or decreased only by mutual written ...
Research Program Funding. In consideration for its performance of the Research Program, Pfizer will pay Xenogen Cranbury up to Nine Million Dollars ($9,000,000) upon receipt of invoice from Xenogen Cranbury, payable as follows: Within thirty (30) days of the execution of this Agreement, a fee of One Million Dollars ($1,000,000) to be utilized for staffing, administrative and equipment acquisition costs over and above normal on going expenses. Within thirty days of the execution of the Agreement, a fee of One Million Dollars ($1,000,000) to be utilized for Start-UP Costs. On the first business day of each calendar quarter during the first and second years of this Agreement, a payment of *** against Xenogen Cranbury’s invoice for such calendar quarter work to be performed and costs to be incurred in such calendar quarter; On the first business day of each calendar quarter during the third year of this Agreement, a payment of *** against Xenogen Cranbury’s invoice for such calendar quarter work to be performed and costs to be incurred in such calendar quarter; During the third year of this Agreement, payments aggregating up to *** in equal *** CONFIDENTIAL TREATMENT REQUESTED quarterly installments, due on the first business day of each quarter, against Pfizer’s receipt from Xenogen Cranbury during that year of quarterly reports containing Results achieved pursuant to the Research Plan, including detailed data regarding the phenotypic analysis of Transgenic Animals and Xenogen Cranbury’s invoice for such report; and
Research Program Funding. Fuso shall pay to GenVec funding for the Research Program of seven hundred fifty thousand dollars ($750,000) each year during the Research Program Term. Such amounts shall be paid to GenVec in equal quarterly installments of one hundred eighty-seven thousand five hundred dollars ($187,500), in advance. The initial payment shall be paid within fourteen (14) days from the Effective Date and subsequent payments shall be made on or before the applicable quarterly anniversary of the Effective Date. Such payments shall be made without withholding for taxes or any other charge and, subject to Section 2.6.3, shall be non-refundable.
Research Program Funding. 3.1.1 Pfizer will fund the research to be performed by Rigel, pursuant to the Agreement, according to the following schedule: COMMITMENT YEAR ANNUAL COMMITMENT 1 $2,350,000.00 2 $2,350,000.00 The funding payments of two million three hundred and fifty thousand dollars ($2,350,000.00) shall support the work of the equivalent of ten (10) full time employees ("FTEs") of Rigel.
3.1.2 All funding payments shall be made quarterly in advance for work scheduled to be performed by Rigel during any three (3) month period, against Rigel's invoice for the FTEs allocated to the Research Program for such three (3) month period. Adjustments as necessary to reflect the work actually performed by Rigel shall be made at the end of each three (3) month period and shall be reflected in Rigel's invoice for the next three (3) month period. It is understood that all payments pursuant to this Section are non-creditable and non-refundable. Rigel shall also furnish to Pfizer the name and percent effort of each Rigel employee assigned to perform the Research Plan during each three (3) month period.
3.1.3 The amount of the funding payment for each quarter shall be based on the work in progress pursuant to the applicable Research Plan and the associated annual budget for Research Program personnel (FTEs); provided, however, that the aggregate amount of funding payments made in any commitment year shall not exceed the annual commitment for such commitment year.
3.1.4 Rigel shall keep for three (3) years from the conclusion of the Research Period complete and accurate records of its expenditures of payments received by it pursuant to this Research Agreement. The records shall conform to generally accepted accounting practices (GAAP) as applied to similar companies similarly situated. Pfizer shall have the right at its own expense during the Research Period and during the subsequent three-year period to appoint an independent certified public accountant reasonably acceptable to Rigel to inspect said records to verify the accuracy of the FTE allocation, pursuant to the Research Plan. Upon reasonable notice by Pfizer, Rigel shall make its records available for inspection by the independent certified public accountant during regular business hours at the place or places where such records are customarily kept, to verify the accuracy of the FTE allocation. This right of inspection shall not be exercised more than once in any calendar year and not more than once with respect to records coveri...
Research Program Funding. During the period commencing on the Effective Date and continuing until the expiration of the Term, Lilly shall pay ImmunoGen the FTE Cost for the conduct of ImmunoGen Activities on a quarterly basis in arrears. Within [***] days following the last day of each Calendar Quarter during the Term, ImmunoGen shall provide a report and invoice setting forth the aggregate number of hours devoted by ImmunoGen employees in performing ImmunoGen Activities during such Calendar Quarter [***]. Within [***] days from the date of its receipt of each such invoice, Lilly will pay to ImmunoGen the invoice amount due as reimbursement for the ImmunoGen Activities in accordance with Section 5.3 hereof. If Lilly disputes any charge contained in an invoice, it will pay any undisputed amount in accordance with the preceding sentence, and the disputed amount will be addressed under the dispute resolution provisions of Section 11.12 hereof.
Research Program Funding. Juno shall make the following payments to Editas for the research to be conducted under the Research Program: (a) within [**] days after the first day of each [**] month period during the Research Program Term, an amount equal to [**] FTEs, or such other number of FTEs to be devoted by Editas to the conduct of the Research Program and paid for by Juno during such [**] month period as the Parties may have agreed and provided in the Research Plan, as such number may have been increased or decreased in accordance with Section 2.4, multiplied by the FTE Rate; and (b) the costs of one-time specialized reagents, the identity and costs for which are as identified in the Research Plan, not to exceed [**] dollars ($[**]) unless otherwise agreed by the Parties and provided in the Research Plan, within [**] days after presentation of an invoice therefor. In the event that the number of FTEs devoted by Editas to the conduct of the Research Program is adjusted in accordance with Section 2.4 during any [**] month period during the Research Program Term so that such number is more or less than the forecasted number of FTEs on which Juno’s payment for such [**] month period was based under Section 6.2(a), then the following shall apply: (1) in the event such number is less than the forecasted number and results in an overpayment by Juno, Juno may deduct the amount of such overpayment from any future amounts payable to Editas under Section 6.2(a), provided that if no further payments are due under Section 6.2(a), Editas shall refund such overpayment within [**] days after presentation of an invoice therefor; and (2) in the event such number is more than the forecasted number and results in an underpayment by Juno, Juno shall pay such additional amounts to cure such underpayment within [**] days after presentation of an invoice therefor.
Research Program Funding. Alnylam agrees to fund the Research Program during the Research Term. The terms and conditions of such funding are set forth in the budget (the “Budget”) and payment schedule for the Research Program set forth in Exhibit B. Research Program funds will be used by AlCana and UBC solely in the performance of the Research Program for wages, supplies, operating expenses and other expenses as set forth in the Budget.
Research Program Funding. Dainippon shall support RiboGene's costs of conducting the Research Program by making research payments as follows: Due Date Amount -------- ------ Signing of this Agreement US$2,000,000 First Anniversary of this Agreement US$2,000,000 Second Anniversary of this Agreement US$2,000,000 RiboGene shall provide Dainippon with a statement of the details of RiboGene's estimated costs of conducting the Research Program prior to the above payment by Dainippon and quarterly reports describing actual costs and expenses actually incurred at RiboGene. Any costs incurred by RiboGene during the Tail End Period for conducting research activities assigned to it by the Research Committee will be reimbursed by Dainippon. If an installment of the Research Program Funding would have become due on a date after Dainippon gives notice of termination of this Agreement pursuant to Section 11.2, then on such date Dainippon shall pay only such portion of the installment as shall apply to the remaining period of the Research Term which will occur after such date. If any amount of the Research Program Funding already paid by Dainippon hereunder is not used for the Research Program upon termination of this Agreement except for material breach by Dainippon, such unused amount shall be refunded to Dainippon.
Research Program Funding. During the Research Program Term, Fuso agrees to spend an aggregate of one million dollars ($1,000,000) per year on funding for the Research Program.
(a) Two hundred fifty thousand dollars ($250,000) of such total shall be expended by Fuso each year on research conducted in Japan with regard to the Research Program, all or a portion of which will be used to sponsor research in the laboratory of Dr. Ohno pursuant to Section 2.1.4(b) above, and a portion of which may be used by Fuso to conduct research at its facility.
(b) Fuso shall pay to GenVec the remaining seven hundred fifty thousand dollars ($750,000) per year for the Research Program. Such amounts shall be used by GenVec for its direct and indirect costs incurred in connection with Research Program activities approved by the Steering Committee, including, without limitation, research and development activities by GenVec, sponsored research at DFCI the supply by GenVec (subject to Section 6.2 below) of Collaboration Products for the conduct of clinical trials (including clinical trials in Japan) pursuant to the applicable Development Plan, the preparation and transfer of documents in support of clinical trials of Collaboration Products in Japan, patent prosecution by GenVec, travel and management expenses related to the Research Program, and general support of technology development by GenVec.
(c) The parties anticipate that the amount of the funding provided in Sections 2.3.1(a) and (b) above will support the activities to be conducted in connection with the Research Program with the goal of identifying and commencing the development of * and filing an application for authorization for *. It is understood and agreed that GenVec shall have no obligation to expend any amount on the Research Program in excess of the amounts paid by Fuso to GenVec for the conduct of the Research Program. GenVec shall use reasonable efforts to conduct the Research Program activities approved by the Steering Committee in a cost efficient manner consistent with the Research Program budget and GenVec's customary practices.
Research Program Funding. (a) Research Support for Project Team. Beginning *** ,or earlier if mutually agreed by the Parties, and continuing throughout the Research Period, ICOS shall make payments to CombiChem for direct research support for its Project Team, which shall initially consist of *** full time employees ("FTEs") of CombiChem, as modified by the RMC pursuant to Section 8.2(b) below. The total amount per FTE payable shall be U.S. *** per FTE per annum, which amount shall be upwardly adjusted annually based on cumulative changes in the CPI, using 1998 as the base year. All payments for direct research support shall be paid by ICOS to CombiChem, quarterly in advance, and adjusted as necessary in subsequent quarters, of such amounts as are equal to the product of (i) the number of CombiChem FTEs allocated to the Research Program by the RMC for the calendar quarter to which each such payment applies, multiplied by (ii) U.S. *** (i.e., the quarterly amount per CombiChem FTE on the basis of U.S. *** per annum). *** Portions of this page have been omitted pursuant to a request for Confidential Treatment and filed separately with the Commission.
