Reserved Targets Clause Samples
The Reserved Targets clause designates specific goals, quotas, or benchmarks that are set aside for particular purposes within an agreement. In practice, this clause may identify certain sales targets, production volumes, or service levels that are exclusively allocated to a party or reserved for a defined use, ensuring that these targets are not counted toward general obligations or shared among multiple parties. Its core function is to provide clarity and prevent disputes by explicitly outlining which targets are reserved and how they are to be treated, thereby ensuring that expectations and responsibilities are clearly delineated.
Reserved Targets. 3.3.1 As of the Effective Date, the Parties have identified the Targets set forth on Exhibit 3.3 as Targets to be reserved under this Agreement (the “Reserved Targets”) for potential inclusion in the Research Program through the selection by L▇▇▇▇ of one or more such Reserved Targets as either Additional Targets or Replacement Targets. L▇▇▇▇ may update the Reserved Target list at any time by notifying the JSC of the identity of a Target to be added as a Reserved Target or to replace a different Reserved Target; provided that: (a) such Target to be added as a Reserved Target is not, at such time, an Unavailable Target (unless L▇▇▇▇ has consented to the non-exclusive restrictions on such Target pursuant to this Section 3.3.1); and (b) in no event shall the aggregate number of Reserved Targets exceed [***] at any given time. L▇▇▇▇ may also notify the JSC at any time of any Reserved Target to be removed from the Reserved Target list. To the extent a Target is an Unavailable Target solely because ProQR has granted non-exclusive rights for such Target that would conflict with or prevent the grant of rights to Lilly under this Agreement for such Target, then upon L▇▇▇▇’▇ request to add such Target as a Reserved Target or Project Target, ProQR shall promptly provide Lilly with written notice providing a reasonably detailed description of such non-exclusive rights, and, upon written notice by L▇▇▇▇ consenting to such non-exclusive restrictions, such Target shall not be deemed an Unavailable Target and Lilly shall be permitted to request to add such Target as a Reserved Target or Project Target (whether as an Additional Target or Replacement Target); provided however, that the Parties will, as a precondition to the addition of such a non-exclusively licensed Target as a Reserved Target or Project Target, enter into an amendment to this Agreement as [***] to permit ProQR to comply with its obligations to the relevant Third Party licensee without such continued compliance constituting a breach of ProQR’s obligations under this Agreement, including by amending the rights and licenses granted hereunder to Lilly with respect to such Target and Compounds and Products Directed To such Target so that such rights and licenses are subject to the prior license grant, and limiting ProQR’s obligations under Article 7 as they pertain to such Target and Compounds and Products Directed To such Target to permit compliance with the prior agreement.
3.3.2 During the Research Term, onl...
Reserved Targets. Exhibit G identifies the Reserved Targets (as further described in Section 3.3(d) below.
Reserved Targets. BMS shall have the right, from time to time during the Term prior to the Replacement Target End Date, by providing written notice of the applicable Target to Avidity (or to the Third Party Gatekeeper pursuant to Section 3.5 (Third Party Gatekeeper Verification of Excluded Target)), to add a Target that is not an Excluded Target to a reserved list (the “Reserved List”); provided that there shall be no more than the Reserved Target Maximum on the Reserved List at any given time. In addition, BMS shall have the right, from time to time during the Term prior to the Replacement Target End Date, by providing written notice of the applicable Target to Avidity (or to the Third Party Gatekeeper pursuant to Section 3.5 (Third Party Gatekeeper Verification of Excluded Target)), to substitute a given Reserved Target on the Reserved List with another Target; provided that such Target is not an Excluded Target. For clarity, substituting a given Reserved Target on the Reserved List with another Target shall not count towards the Substitution Limitation. BMS and the Third Party Gatekeeper shall maintain an up-to-date Reserved List. The Reserved List shall be the Confidential Information of BMS, and, subject to this Section 3.2 (Reserved Targets), the Third Party Gatekeeper shall not disclose the list of Reserved Targets to Avidity. Prior to [***] Avidity shall provide the Third Party Gatekeeper with a confidential written description of such Target (“Avidity Target Notice”). Within [***] following the Third Party Gatekeeper’s receipt of the Avidity Target Notice, the Third Party Gatekeeper shall verify whether such Target is on the Reserved List and notify Avidity in writing whether such proposed Target is or is not on the Reserved List. If such notice from the Third Party Gatekeeper indicates that the Target is on the Reserved List, the Parties will remain subject to all rights and obligations hereunder in connection with such Reserved Target (including exclusivity in accordance with Section 5.7.1 (Avidity Exclusivity)).
Reserved Targets. During the Extended Collaboration Term Lilly may designate any Target related to a Collaboration Therapeutic Area as a “Reserved Target,” [***]. Lilly shall provide written notice to Isis identifying each Target that Lilly desires to designate as a Reserved Target. The date upon which Isis receives such notice shall be deemed the “Reserved Target Notice Date.” [***]
Reserved Targets. Promptly after the Effective Date, but in no event later than [***] after the Effective Date, the Parties shall enter into an agreement with the initial Gatekeeper that meets the criteria under Section 2.4.1. Dicerna shall promptly thereafter provide such Gatekeeper a list of all of its Blocked Targets, which may be modified from time to time pursuant to Section 2.4.2. During the Research and Collaboration Term, ▇▇▇▇▇ may identify to the Gatekeeper up to the following number of Targets that ▇▇▇▇▇ wishes to reserve for potential selection for further Development pursuant to the Research Program (such Targets individually and collectively referred to as “Reserved Targets”), subject to Section 2.1.3:
(a) up to [***] potential hepatocyte Targets, other than the Initially Named Targets, expected to have applications in the treatment of cardiometabolic indications (“Other Hepatocyte Cardiometabolic Targets”);
(b) up to [***] non-hepatocyte Targets expected to have applications in the treatment of cardiometabolic indications (“Non-Hepatocyte Cardiometabolic Targets”); and
(c) such other non-hepatocyte targets [***] selected by ▇▇▇▇▇ expected to have applications in the treatment of Neurodegeneration or Pain Indications (“Non-Hepatocyte Neurodegeneration/Pain Targets” and, together with the Non-Hepatocyte Cardiometabolic Targets, the “Non-Hepatocyte Targets”). Lilly shall submit its initial list of Reserved Targets within [***] after the Effective Date, and thereafter may, in its discretion, substitute another Target for any Reserved Target provided that at the time of such substitution such substituted Target is not a Blocked Target.
Reserved Targets. The discovery, research or development of an ASO that is designed to bind to the RNA that encodes any of the Reserved Targets, from the date each such oncology gene target becomes a Reserved Target under Section 3.3.5 until the date such Reserved Target ceases to be a Reserved Target by operation of Section 3.3.6;
Reserved Targets. The Parties agree that:
(a) Attached Schedule 3.2.2 sets forth a list of six (6) Targets reserved for AbbVie on an exclusive basis to select, at AbbVie’s sole discretion, as a Target for the second (2nd), third (3rd), or fourth (4th) Program Slots (or as a Substitute Target) (each a “Reserved Target”). The list of Reserved Targets shall not exceed six (6) Targets at any time;
(b) The list of Reserved Targets shall be [***] if, prior to expiration of the Additional Program Slot Period, AbbVie elects [***];
(c) The list of Reserved Targets shall be reduced to [***] if, prior to expiration of the Additional Program Slot Period, AbbVie elects [***]; and
(d) At any time, AbbVie may replace, at AbbVie’s sole discretion, any Reserved Target provided that, (i) such replacement shall not occur more than once per Calendar Year and (ii) such replacement shall follow the nomination process in Section 3.2.6, mutatis mutandis, and the Target Nomination Notice shall identify the to-be-replaced Reserved Target(s).
Reserved Targets. The Parties acknowledge that , as of the Effective --------------------- Date, there are certain Targets with respect to which Pharmacopeia may have obligations under its existing agreements with Third Parties, and that Pharmacopeia will not conduct certain research activities with respect to such Targets in connection with the Collaboration (each such Target a "Reserved Target"). SPL shall not knowingly request Pharmacopeia to develop assays with respect to, or screen any Libraries against, such Reserved Targets. * In the event that during the term of the Collaboration Pharmacopeia's Third Party obligations with respect to a given Reserved Target expire, or such Reserved Target otherwise becomes available for unrestricted use in the Collaboration, Pharmacopeia shall promptly notify SPL and such Target shall thereafter cease to be a Reserved Target. It is further __________________ * CONFIDENTIAL TREATMENT REQUESTED understood and agreed that, notwithstanding any other provision of this Agreement, Pharmacopeia shall not be obligated to conduct any activities in performance of the Collaboration that would constitute a breach of any of its obligations to any Third Party.
Reserved Targets. During the period commencing on the Provisional Agreement Execution Date and ending upon the earlier of (a) the end of the Option TV Target Selection Period, (b) the date on which the Reserved Target selected by Biogen becomes the Option TV Target in accordance with Section 2.1.1 (Option TV Target Notice), and (c) the termination of this Agreement, either in its entirety or with respect to the Option TV Program (such period, the “Reservation Period”), Denali [***].
Reserved Targets. Subject to the terms and conditions of this Section 2.3.1 (Reserved Targets) and Section 11.3 ([*] Reservation Fee Per Target), at any given time during the Collaboration Term, Gilead may designate up to three (3) Targets in total (other than any Target that is deemed to be a Collaboration Target, Tabled Target or Excluded Target at such time) that will be subject to the exclusivity obligations set forth in Section 2.9 (Exclusivity) (each, a