Responsibility for Development Clause Samples

Responsibility for Development. As between the Parties, Lilly shall have the sole right and responsibility, at its sole cost and expense, for the conduct of all Development activities applicable to any Licensed Product in the Territory, including the Manufacture and supply of such Licensed Product in such quantities as required for such Development activities pursuant to this Agreement (subject to Sigilon’s manufacturing rights and obligations under Article 7).

Responsibility for Development. Except as otherwise set forth in this Section 4.1 (Responsibility for Development), from and after the Effective Date, responsibility for Development shall be as set forth in the Existing License Agreement. Amgen will be the “Development Lead” for the Product for the United States and shall have primary responsibility for Development activities for the Product in the United States in accordance with the applicable Development Plan and Development Budget, and Novartis shall provide both strategic input and operational support for such activities as agreed in the applicable Development Plan and Development Budget. For clarity, without the prior written consent of Novartis, Amgen shall not undertake any Development activities in the Amgen Territory that would [*] or the US Collaboration.

Responsibility for Development. Licensee shall be solely responsible for the activities of clinical development related to Licensed Products in the Territory under the terms of this Agreement (other than the ▇▇▇▇▇▇▇ AR Mutant Activities), including any post-marketing surveillance studies or Clinical Trials eventually required by Regulatory Authorities or any studies voluntarily undertaken by Licensee.

Responsibility for Development. Unless otherwise set forth under a Global Development Plan approved by the JSC or if JSC approval is required pursuant to Section 3(b)(ii), each Party will have sole control over and decision-making authority with respect to Development activities with respect to the Licensed Antibodies and Licensed Products for its respective territory at its cost and expense.

Responsibility for Development. ILDONG shall have the sole right and responsibility for, and shall have full control and authority over, at its sole cost and expense (including without limitation all costs attributable to the supply of Product for the conduct of Clinical Trials), the Development of Products in the Territory, including conducting all Development activities (including bridging study(ies), if such study(ies) are necessary due to regulatory gaps) beyond the Development activities being conducted by the SUBLICENSOR outside of the Territory (which should be supportive of obtaining Marketing Authorization by the FDA and/or EMA, but may or may not be sufficient to support the obtaining of Marketing Authorization in the Territory) and establishing the methods and means by which it performs such activities under this Agreement. Should ILDONG, for any regulatory filing, desire to utilize data from any clinical trials or studies conducted in indications outside *, *, *, and *, which have been fully funded by the SUBLICENSOR, ILDONG shall pay to the SUBLICENSOR *% of the full cost of the trial which produced such data. ILDONG shall have the right to engage Third Party contractors to perform any of its Development activities in the Territory, provided such Third Party contractors are approved by SUBLICENSOR, such approval not to be unreasonably withheld, and subject to the execution by each such Third Party contractor of an agreement containing provisions that are consistent with and comparable in scope to, Articles 7 and 8 of this Agreement.

Responsibility for Development. Except as otherwise set forth in this Section 5.1 (Responsibility for Development), from and after the Effective Date, with respect to Franchise Product 1 and Franchise Product 2, and from and after Option Exercise Date, with respect to Franchise Product 3, the Parties will share responsibility for day-to-day Development activities for each Licensed Product worldwide in accordance with the applicable Development Plan and Development Budget, including generating protocols subject to the JSC’s review and approval, conducting clinical trials, and data collection, verification and analysis. Solely with respect to Franchise Product 1 prior to receipt of the first Regulatory Approval therefor in the U.S., (i) Amgen shall be the Development lead and shall have primary responsibility for day-to-day Development activities relating thereto worldwide in accordance with the applicable Development Plan and Development Budget and (ii) Novartis shall provide both strategic input and operational support for such activities as agreed in the applicable Development Plan and Development Budget; provided that, notwithstanding the foregoing, Novartis shall have those responsibilities with respect to Franchise Product 1 and Franchise Product 2 as set forth in the RACI Documents, including with respect to [*]. In the event of a conflict between the terms of this Agreement, a Supply Agreement or a Quality Agreement, on the one hand, and the RACI Documents, on the other hand, the terms of this Agreement, such Supply Agreement or such Quality Agreement shall prevail. Additionally, [*] shall be [*] responsible for the development of any Clinical Trials or other activities directed to Lifecycle Management for the Licensed Products as agreed by the JSC and approved by the JMC; provided, however, with respect to such activities conducted in the Amgen ref. no. 2015641252-005

Responsibility for Development. (a) Prior to the exercise by Novartis of its Development Rights, Licensor will be solely responsible for Development of the Compound and Product in the Territory in accordance with the Development Plan and applicable Launch plans. (b) Novartis shall have the right (the “Development Rights”) at any time during the Development Rights Exercise Period, in its sole discretion, to elect to be solely responsible for Development of the Compound and Product in the Territory by written notice to Licensor. In the event that Novartis exercises its Development Rights, then from and after the date of such exercise (the “Novartis Development Commencement Date”), Novartis will be solely responsible for Development of the Compound and Product in the Territory in accordance with the Development Plan. (c) Upon receipt by Licensor or its Affiliate of Product Approval with an Acceptable Label with respect to the Product in either the United States or Europe, Licensor shall promptly give written notice thereof to Novartis, including, to the extent not previously provided, a copy of such Product Approval, all related documentation and any additional documents and information reasonably requested by Novartis (collectively, the “Product Approval Information Package”). The “Development Rights Exercise Period” means the period beginning on the Effective Date and continuing until the earlier to occur of (i) the expiration of thirty (30) days following receipt by Novartis of the Product Approval Information Package or (ii) Novartis’ determination, in its sole discretion, to terminate the Development Rights Exercise Period by written notice to Licensor.

Responsibility for Development. (a) Except as expressly set forth herein, upon the Closing, TenX shall assume from Genmab and shall be exclusively responsible for all further Development of Product in the Field and the costs associated therewith, and Genmab shall have no responsibilities or obligations with regard to the Development of Product or any costs associated therewith. (b) Notwithstanding anything in Section 5.01(a) to the contrary, Genmab shall provide to TenX, without any charge or cost to Genmab, all existing Clinical Supplies Manufactured prior to the Effective Date held by Genmab or on its behalf. For the avoidance of doubt TenX shall reimburse Genmab for all its out-of-pocket costs and reasonable FTE costs related to transfer of such Clinical Supplies, after consultation with TenX, including without limitation consultation via e-mails. (c) TenX shall not commence a Clinical Study for any Product unless TenX has sufficient funds or third party financial commitments to satisfy the initial estimates of conducting such Clinical Study. TenX shall use reasonable and diligent efforts to prepare such initial estimate.

Responsibility for Development. The Parties agree to jointly develop the ▇▇▇▇▇▇▇ County Unit 2 Project. ▇▇▇▇▇▇▇ County Unit 2 is intended to consist of a single coal-fired steam-electric generating unit of a super-critical design and associated facilities with a Net Electric Generating Capacity of approximately seven hundred fifty (750) megawatts, generally as described in the “▇▇▇▇▇▇▇ County Unit 2 Project Approach” prepared by ▇▇▇▇▇ & ▇▇▇▇▇▇▇▇▇ Engineering Company, dated September 30, 2002, as further described in Appendix A and Appendix B, and as further developed and refined during the Development Phase. The Parties will use their respective Best Efforts to complete the Development Phase by December 1, 2005, subject to Article 6.5. Subject to the provisions of Article 6.5, the Companies, as agent of the Parties, shall have the authority and obligation to manage, control, administer, enter into contracts, perform services and make all decisions necessary and appropriate for the performance of the Development Work. The Companies shall discharge such obligations in accordance with the provisions of this Agreement, including the standard of conduct established in Article 20.24 and Article 17. IMPA and IMEA do hereby appoint the Companies to be their attorneys-in-fact, which appointment is coupled with an interest, to act in their names, places and steads in the negotiation, execution and administration of contracts with Affiliates and non-Affiliates of the Companies in connection with the Development Work. Such appointment shall not be revocable during the Development Phase.