Common use of Selected Targets Clause in Contracts

Selected Targets. Prior to offering any Third Party the opportunity to acquire a license to develop and commercialize a [ * ] identified by Exelixis pursuant to its rights under [ * ]or a [ * ], Exelixis shall provide P&U with the opportunity to consider whether it wishes to acquire such a license. P&U shall have [ * ] following such offer in which to inform Exelixis in writing that it is interested in acquiring such a license. Thereafter, the Parties shall negotiate in good faith for [ * ] to reach agreement on the terms of a license agreement which shall be set forth in either an executed license agreement or an executed legally binding heads of agreement. If P&U fails to notify Exelixis of its interest or the Parties fail to execute a license agreement within the applicable period, then P&U shall have no rights with respect to such use of said Selected Target and Exelixis shall have unrestricted rights to pursue (without compensation to P&U) these applications of the Selected Target, including, but not limited to, conducting Independent Research on said Selected Target and developing or commercializing products incorporating, based upon or identified using said Selected Target. The foregoing [ * ] = CERTAIN CONFIDENTIAL INFORMATION CONTAINED IN THIS DOCUMENT, MARKED BY BRACKETS, HAS BEEN OMITTED AND FILED SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSION PURSUANT TO RULE 406 OF THE SECURITIES ACT OF 1933, AS AMENDED.