Selection of Compounds Sample Clauses
The Selection of Compounds clause defines the process by which specific chemical compounds are chosen for further research, development, or commercialization under an agreement. Typically, this clause outlines the criteria, timelines, and procedures for nominating and approving compounds, and may specify the roles of each party in the selection process. Its core function is to ensure both parties have a clear, agreed-upon method for determining which compounds are included in the scope of the collaboration, thereby reducing ambiguity and potential disputes over compound eligibility.
Selection of Compounds. Within [***] days of the end of the Research Term, Addex shall compile a report that sets out all of the Compounds identified in the course of undertaking the Research Plan and the Parties shall discuss whether any of the Compounds so identified meet the target product profile in the Research Plan and are suitable for further development (each such Compound, subject to this Section 3.4, a “Development Compound”). In the event that Indivior considers any of the Compounds suitable for further development, it shall have the right to select such Compounds as follows for further development on the following basis:
(a) Indivior shall be entitled to designate in writing one (1) Development Compound for further development and, on such selection, the relevant Compound shall become a Licensed Compound and shall cease to be a Development Compound. In making any selection of a Development Compound pursuant to this Section 3.4(a). Indivior shall take account of the desire by both Parties that the Licensed Compounds and the Addex Retained Compounds should, to the extent reasonably practicable, be covered by separate patent rights;
(b) Addex shall then be entitled to designate in writing one (1) Development Compound for further development and, on such selection the relevant Compound shall become an Addex Retained Compound and cease to be a Development Compound. In making any selection of a Development Compound pursuant to this Section 3.4(b), Addex shall take account of the desire by both Parties that the Licensed Compounds and the Addex Retained Compounds should, to the extent reasonably practicable, be covered by separate patent rights; and
(c) to the extent that there are any further Development Compounds that have not been selected by a Party, the process in Sections 3.4(a) and 3.4(b) shall be repeated until no further Development Compounds remain or until one Party decides that it does not wish to designate any further Development Compounds in which case (i) if it is Addex that does not wish to designate any further Development Compounds then all remaining Development Compounds shall become Licensed Compounds and (ii) if it is Indivior that does not wish to designate any further Development Compounds then all remaining Development Compounds shall become Addex Retained Compounds.
Selection of Compounds. Within [ * ] of the Effective Date, the Parties shall select an initial set of [ * ] Compounds from the Tularik Library (the "Initial Compounds") that the Parties believe [*]. Anything in this Section 2.2.2 to the contrary notwithstanding, the Initial Compounds selected by the Parties shall consist of: [ * ].
Selection of Compounds. The Parties acknowledge that [ * ] shall have the right in its sole discretion at any time during or after the Research Term, to determine which, if any, Dynavax ISS or Collaboration ISS to select for further Research and selection for CD Nomination and which CD to select for further Research, Development and Commercialization, under this Agreement. [ * ] shall without delay notify in writing [ * ], as applicable, of any such selections and decisions. For clarity, nothing in this Section 3.13 shall limit Dynavax’s rights to Reverted ISS. In particular, AstraZeneca shall have no rights to select a Reverted ISS for further Research, Development or Commercialization under this Agreement. 4 Support and Management of the Joint Research Programme
Selection of Compounds. The Parties acknowledge that [ * ] shall have the right in its sole discretion at any time during or after the Research Term, to determine which, if any, Dynavax ISS or Collaboration ISS to select for further Research and selection for [ * ] = 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 24B-2 OF THE SECURITIES EXCHANGE ACT OF 1934, AS AMENDED. CD Nomination and which CD to select for further Research, Development and Commercialization, under this Agreement. [ * ] shall without delay notify in writing [ * ], as applicable, of any such selections and decisions. For clarity, nothing in this Section 3.13 shall limit Dynavax’s rights to Reverted ISS. In particular, AstraZeneca shall have no rights to select a Reverted ISS for further Research, Development or Commercialization under this Agreement. 4 Support and Management of the Joint Research Programme
Selection of Compounds. Following the Restatement Effective Date, ▇▇▇▇▇▇▇ shall have the sole right and authority to select any 2nd Generation Compounds resulting from the Research Activities for pre-clinical and clinical Development. ▇▇▇▇▇▇▇ shall notify Protagonist upon the earlier of (i) internal NME nomination of any 2nd Generation Compound or (ii) initiation of the first GLP toxicology study of any 2nd Generation Compound.
Selection of Compounds. During the ▇▇▇▇▇▇▇ Independent Research Term, ▇▇▇▇▇▇▇ shall have the sole right and authority, but no obligation, to select any 2nd Generation Compounds resulting from the ▇▇▇▇▇▇▇ Independent Research Activities for pre-clinical and clinical Development. ▇▇▇▇▇▇▇ shall notify Protagonist upon the earlier of (i) internal NME nomination of any 2nd Generation Compound or (ii) initiation of the first GLP toxicology study of any 2nd Generation Compound.
Selection of Compounds. 3.1. At any given time or at least in the fourth calendar quarter of each of the first 5 calendar years of the Term, authorized representatives of the parties shall meet and discuss in good faith, having regard to the prevailing market conditions and their then existing contractual obligations and market strategies:
3.1.1 which two of the Compounds (and in the case of the second to fifth calendar years, whether two of the Compounds) shall be selected for the commencement of development work in the following calendar year; and
3.1.2 whether, and if so how, the list of Compounds ought to be revised.
3.2. Pursuant to such discussions, unless otherwise agreed, the parties shall select in writing two Compounds for development pursuant to this Agreement during the following calendar year. Such discussions shall take into account whether the Compound is subject to contractual obligations of Elan or Par which would restrict the conduct of the R&D Program, the scope of the Elan License or the ability of Par to market the Product.
3.3. For the avoidance of doubt, during the first 5 calendar years of the Term, Elan shall not be obliged to commence development work in respect of a third or subsequent Compound unless Elan expressly agrees to do so.
3.4. The parties may by mutual written agreement abandon development of a Product at any time. In that event the Compound in question shall cease to be a Nominated Compound, but without prejudice to Elan's right to payment for the work conducted prior to that date, and Par shall have no further Elan License rights to such Product. Par shall reimburse Elan for work conducted within 60 days of that date.
Selection of Compounds