Common use of Use of Study Data Clause in Contracts

Use of Study Data. (a) Use of a Party’s Own Study Data. Each Party may use and analyze its own Study Data for any purpose without obligation or accounting to the other. (b) Use of Combined Therapy Study Data by BMS. BMS and its Affiliates and (sub)licensees shall have the right to use and analyze the Combined Therapy Study Data (x) in connection with its independent development, commercialization or other exploitation of the BMS Compound (alone or in combination with the Five Prime Compound and/or other pharmaceutical agents (but not with any Third Party’s molecule that is designed to selectively bind CSF1R)) and/or for inclusion in the safety database for the BMS Compound, in each case without the consent of, or any obligation to account to, Five Prime, and (y) to conduct studies with Samples pursuant to Section 8.5. Subject to Section 8.5, the results of all such analyses or uses shall be owned by BMS, including any intellectual property arising out of same, unless the Parties shall have agreed otherwise in writing. BMS, its Affiliates and licensees shall also be entitled to use the Combined Therapy Study Data during and following the Term to (1) make regulatory filings and seek approvals for the BMS Compound, either alone or as part of the Combined Therapy and (2) to promote indications based on, and to disseminate, the Combined Therapy Study Data for the benefit of the BMS Compound, either alone or as part of the Combined Therapy, where permitted by and in accordance with Applicable Law; provided that nothing in the foregoing is intended or shall be construed as granting BMS any right or license, expressly or implicitly: (i) to make, have made, use, sell, offer for sale, or import the Five Prime Compound. Five Prime grants BMS, its Affiliates and licensees a Right of Cross-Reference to the relevant Regulatory Documentation Controlled by Five Prime for the Five Prime Compound or the Combined Therapy for the sole purpose of enabling each of them to exercise its rights under clause (1) of this Section 8.3(b) (other than for use in the Ono Territory), which right shall survive any expiration or termination of this Agreement. (c) Use of Combined Therapy Study Data by Five Prime. Five Prime, its Affiliates and licensees shall have the right to use and analyze the Combined Therapy Study Data (x) in connection with its independent development, commercialization or other exploitation of the Five Prime Compound (alone or in combination with the BMS Compound and/or other pharmaceutical agents (but not with any Third Party molecule that is designed to selectively bind to PD-1)) and/or for inclusion in the safety database for the Five Prime Compound, in each case without the consent of, or any obligation to account to, BMS and (y) to conduct studies with Samples pursuant to Section 8.5. Subject to Section 8.5, the results of all such analyses or uses shall be owned by Five Prime, including any intellectual property arising out of same, unless the Parties shall have agreed otherwise in writing. Five Prime, its Affiliates and licensees shall be entitled to use the Combined Therapy Study Data during and following the Term to (1) make regulatory filings and seek approvals for the Five Prime Compound, either alone or as part of the Combined Therapy and (2) to promote indications based on, and to disseminate, the Combined Therapy Study Data for the benefit of the Five Prime Compound, either alone or as part of the Combined Therapy, where permitted by and in accordance with Applicable Law; provided that nothing in the foregoing is intended or shall be construed as granting Five Prime any right or license, expressly or implicitly, to make, have made, use, sell, offer for sale, or import the BMS Compound. BMS grants Five Prime, its Affiliates and licensees of the Five Prime Compound a Right of Cross-Reference to the relevant Regulatory Documentation Controlled by BMS for the BMS Compound for the sole purpose of enabling each of them to exercise its rights under clause (1) of this Section 8.3(c) (for clarity, such Right of Cross-Reference shall not extend to the Ono Territory or use of any Ono-controlled Regulatory Documentation), which right shall survive any expiration or termination of this Agreement.

Use of Study Data. (a) Use of a Party’s Own Study Data. Each Party may use and analyze its own Study Data for any purpose without obligation or accounting to the other. (b) Use of Combined Therapy Study Data by BMS. BMS (and its Affiliates respective Affiliates), Ono, and each of their respective (sub)licensees shall have the right to use and analyze the Combined Therapy Study Data (x) in connection with its independent development, commercialization or other exploitation of the BMS Compound (alone or in combination with the Five Prime Compound and/or other pharmaceutical agents (but not with any Third Party’s molecule that is designed to selectively bind CSF1R)compounds) and/or for inclusion in the safety database for the BMS Compound, in each case without the consent of, or any obligation to account to, Five PrimeNektar, and (y) to conduct studies with Samples pursuant to Section 8.5. Subject to Section 8.5, the results of all such analyses or uses shall be owned by BMS, including any intellectual property arising out of same, unless the Parties shall have agreed otherwise in writing. BMS, its Affiliates and licensees shall also be entitled to use the Combined Therapy Study Data during and following the Term to (1) make regulatory filings and seek approvals for the BMS Compound, either alone or as part of the Combined Therapy in combination with other compounds and (2) to promote indications based on, and to disseminate, the Combined Therapy Study Data for the benefit of the BMS Compound, either alone or as part of the Combined Therapy, where permitted by and in accordance with Applicable Law; provided provided, that nothing in the foregoing is intended or shall be construed as granting BMS any right or license, expressly or implicitly: (i) impliedly, to make, have made, use, sell, offer for sale, or import the Five Prime Nektar Compound. Five Prime Nektar grants BMS, its Affiliates and licensees of the BMS Compound a Right of Cross-Reference to the relevant Regulatory Documentation Controlled by Five Prime Nektar for the Five Prime Nektar Compound or the Combined Therapy for the sole purpose of enabling each of them to exercise its rights under clause (1) of this Section 8.3(b) (other than for use in the Ono Territory), which right shall survive any expiration or termination of this Agreement. (c) Use of Combined Therapy Study Data by Five Prime. Five Prime, its Affiliates and licensees shall have the right to use and analyze the Combined Therapy Study Data (x) in connection with its independent development, commercialization or other exploitation of the Five Prime Compound (alone or in combination with the BMS Compound and/or other pharmaceutical agents (but not with any Third Party molecule that is designed to selectively bind to PD-1)) and/or for inclusion in the safety database for the Five Prime Compound, in each case without the consent of, or any obligation to account to, BMS and (y) to conduct studies with Samples pursuant to Section 8.5. Subject to Section 8.5, the results of all such analyses or uses shall be owned by Five Prime, including any intellectual property arising out of same, unless the Parties shall have agreed otherwise in writing. Five Prime, its Affiliates and licensees shall be entitled to use the Combined Therapy Study Data during and following the Term to (1) make regulatory filings and seek approvals for the Five Prime Compound, either alone or as part of the Combined Therapy and (2) to promote indications based on, and to disseminate, the Combined Therapy Study Data for the benefit of the Five Prime Compound, either alone or as part of the Combined Therapy, where permitted by and in accordance with Applicable Law; provided that nothing in the foregoing is intended or shall be construed as granting Five Prime any right or license, expressly or implicitly, to make, have made, use, sell, offer for sale, or import the BMS Compound. BMS grants Five Prime, its Affiliates and licensees of the Five Prime Compound a Right of Cross-Reference to the relevant Regulatory Documentation Controlled by BMS for the BMS Compound for the sole purpose of enabling each of them to exercise its rights under clause (1) of this Section 8.3(c) (for clarity, such Right of Cross-Reference shall not extend to the Ono Territory or use of any Ono-controlled Regulatory Documentation), which right shall survive any expiration or termination of this Agreement.