Target Reservation Clause Samples
The Target Reservation clause establishes a commitment to reserve a specific quantity or allocation of goods, services, or resources for a particular party. In practice, this clause ensures that the supplier or provider sets aside the agreed-upon amount, preventing it from being sold or allocated to others during the reservation period. This mechanism is commonly used in supply agreements, event bookings, or resource allocation contracts. Its core function is to guarantee availability for the reserving party, thereby reducing the risk of shortages or unfulfilled orders.
Target Reservation. (a) From the date a Nominated Target is confirmed and accepted up to and including the day that is [**Redacted**] days after the Effective Date (the “Reservation Period”), Santaris will not grant to any Third Party any rights to such Nominated Target, or otherwise enter into any agreement or arrangement that would prevent Santaris from granting exclusive rights to any such Nominated Target to Enzon. On or prior to the last day of the Reservation Period, Enzon shall designate six (6) Targets for generation and delivery of LNA Compounds (the “Additional Targets”) and shall make the payment referred to in Section 7.2. Such Additional Targets may be selected from the confirmed and accepted Nominated Targets or from any other Targets; provided that such other Targets are not opposed by Santaris in writing within three (3) Business Days after such designation as a result of a Conflict; and provided, further, however, Santaris will be free to grant to Third Parties rights to any Target other than the [**Redacted**] confirmed and accepted Nominated Targets during the Reservation Period.
(b) Enzon shall only designate Additional Targets for which it has conducted a worldwide analysis of the intellectual property relating to the freedom to operate with respect to such Additional Target and for which, in Enzon’s sole discretion, such analysis reflects that there exists an acceptable freedom to operate that is not disproportionately adverse in the Santaris Territory as compared to the Enzon Territory. Enzon shall also disclose to Santaris a summary of the results of such analysis. Santaris hereby acknowledges and agrees that (i) such analysis will be provided only for Santaris’s convenience and none of Santaris or its Affiliates, licensees or contractors shall be entitled to rely upon such analysis for any other purpose, (ii) neither Enzon nor any of its Affiliates makes any representations or warranties as to the accuracy, completeness or sufficiency of the analysis, and (iii) neither Enzon nor any of its Affiliates shall have any liability (whether in contract, in equity, in tort or otherwise) to Santaris or its Affiliates, licensees or contractors related to such analysis. Similarly, Enzon hereby acknowledges and agrees that (A) it assumes sole responsibility for designating any Additional Target, (B) neither Santaris nor any of its Affiliates makes any representations or warranties as to whether the use of any Additional Target is free of any patent or other intel...
Target Reservation. 2.1. On the Amendment One Date, the DNA Editing Protein [*****] on the Reserved Target List as a non-exclusive Target.
2.2. Until the conclusion of the Gene Editing Work Plan, CureVac hereby covenants to not submit any Target Notice for any other DNA Editing Protein.
2.3. In addition to the DNA Editing Protein Target, for the purpose of this Amendment Agreement only CureVac may non-exclusively reserve up to [*****] Gene Targets, and optionally up to [*****] DNA Sequences for each Gene Target, in each case at [*****]. The DNA Editing Protein Target counts as a single Reserved Target, however, [*****] available to CureVac under Article 4 of the D&O Agreement. CureVac will however be required to submit to the Escrow Agent for clearance and reservation all Gene Targets and DNA Sequences in accordance with Gene Target/DNA Sequence preclearance and reservation requirements analogous to those set forth for Targets in Sections 4.2 of the D&O Agreement.
Target Reservation. (i) During the Research Term, BMS shall be entitled to designate a number of Targets as reserved Targets, with each such Target so designated being a “Reserved Target”. Each such Target to be designated as Reserved Target shall be designated in accordance with and subject to the Excluded Target process as set forth in Section 3.4. The maximum number of Reserved Targets shall be [**] at the Effective Date and shall decrease following the designation of New Targets by BMS pursuant to Section 3.3(a) as follows: After the designation of one or more New Targets of the first set of New Targets pursuant to Section 3.3(a)(ii), the maximum number of Reserved Targets shall be [**]. After the designation of or, if no designation is undertaken in due time, upon expiration of BMS’ right to designate one or more New Targets of the [**] New Targets pursuant to Section 3.3(a)(iii), the maximum number of Reserved Targets shall be [**]. After the designation of one or more New Targets of the [**] New Targets pursuant to Section 3.3(a)(iv), the maximum number of Reserved Targets shall be [**]. Upon expiration of BMS’ right to designate one or more New Targets of the [**] New Targets pursuant to Section 3.3(a)(iv), any remaining Reserved Targets [**], [**]. Together with its designation of the relevant New Target that will result in a reduction of the maximum number of Reserved Targets, BMS shall specify which of the Reserved Targets shall cease to be designated as Reserved Targets. For the avoidance of doubt, a Target shall not become an Excluded Target so long as such Target is a Reserved Target or a Collaboration Target and any Reserved Target ceasing to be designated as a Reserved Target due to a reduction of the maximum number of Reserved Targets shall be a Target and shall be subject to the exclusivity undertakings pursuant to Article 11.
(ii) BMS may replace designated Reserved Targets up to the respective maximum number of Reserved Targets at any time during the Research Term in accordance with and subject to the Excluded Target process as set forth in Section 3.4. Any Reserved Target ceasing to be designated as a Reserved Target due to a replacement of such Reserved Target by another Target shall be a Target and shall be subject to the exclusivity undertakings pursuant to Article 11.
(iii) For so long as a Target is a Reserved Target, uniQure agrees that it shall not [**]: Subject to the terms and conditions of this Agreement, and without limiting the rights granted ...
Target Reservation