Common use of Access to Biosearch and Other Licensee Information Clause in Contracts

Access to Biosearch and Other Licensee Information. (i) BioSearch has, prior to the Effective Date, provided IntraBiotics a copy of the Original IND. BioSearch will comply with all steps necessary to allow IntraBiotics to use the information contained in the Original IND to file another IND for Licensed Products, including, if necessary, [*] to the Original IND to IntraBiotics, provided that in the event [*] any necessary rights of reference or access to the Original IND in connection with BioSearch's development of the Excluded Formulations within the Territory. (ii) BioSearch will, as soon as possible after the Effective Date, provide IntraBiotics copies of all regulatory filings and the results of all clinical and non-clinical testing of Licensed Products under the control of or performed by BioSearch or any Other Licensees prior to the Effective Date, to the extent that BioSearch is not restricted from providing any such information that is owned or Controlled by such Other Licensees and to the extent that such filings or information has not already been provided to IntraBiotics. (iii) During the term of this Agreement, BioSearch will provide to IntraBiotics all Information in its possession regarding Licensed Products in the Field (including Information it receives from any Other Licensees without restrictions on disclosure of such Information), as such Information becomes available, for use in IntraBiotics' Development efforts. IntraBiotics shall be permitted to use and reference all BioSearch and any Other Licensee reports provided to IntraBiotics pursuant to this Agreement in any Drug Approval Application for Licensed Products in the Territory. Notwithstanding the foregoing, IntraBiotics [ * ] = 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.

Access to Biosearch and Other Licensee Information. (i) BioSearch has, prior to the Effective Date, provided IntraBiotics a copy of the Original IND. BioSearch will comply with all steps necessary to allow IntraBiotics to use the information contained in the Original IND to file another IND for Licensed Products, including, if necessary, [*] to the Original IND to IntraBiotics, provided that in the event [*] any necessary rights of reference or access to the Original IND in connection with BioSearch's development of the Excluded Formulations within the Territory. (ii) BioSearch Biosearch will, as soon as possible after the Effective Date, provide IntraBiotics GENE with copies of all regulatory filings and the results of all clinical and non-clinical testing of Licensed Products under the control Control of or performed by BioSearch Biosearch or any Other Licensees IntraBiotics prior to the Effective Date, to the extent that BioSearch Biosearch is not restricted from providing any such information that is owned or Controlled by such Other Licensees IntraBiotics and to the extent that such filings or information has not already been provided to IntraBioticsGENE and will take all steps necessary to allow GENE to use such filings or information. (iiiii) During the term of this Agreement, BioSearch Biosearch will provide to IntraBiotics GENE all Information in its possession regarding Licensed Products Compounds in the Field (including Information it receives from any Other Licensees without restrictions on disclosure of such InformationLicensees), as such Information becomes available, for use in IntraBiotics' GENE’s Development efforts. IntraBiotics GENE shall be permitted to use and reference all BioSearch Biosearch and any Other Licensee reports provided to IntraBiotics GENE pursuant to this Agreement in any Drug Approval Application for Licensed Products in the Territory. Notwithstanding the foregoing, GENE agrees that it shall treat all Information provided by Biosearch or any Other Licensee pursuant to this Section 2.3 as Confidential Information, subject to the terms of Article 9. (iii) Following the transfer of development responsibilites from IntraBiotics [ * ] = CERTAIN CONFIDENTIAL INFORMATION CONTAINED IN THIS DOCUMENTto Biosearch, MARKED BY BRACKETSbut prior to the Effective Date, HAS BEEN OMITTED AND FILED SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSION PURSUANT TO RULE 406 OF THE SECURITIES ACT OF 1933Biosearch entered into a number of contractual relationships with previous employees of IntraBiotics, AS AMENDEDas well as previous contractors of clinical development services to IntraBiotics, including, but not limited to Contract Research Organizations, Third-Party manufacturers, investigative sites, microbiology and clinical laboratories. These relationships were established in order to continue the development of Licensed Products within the Territory. Biosearch shall provide copies of all contracts with these consultants and contractors to GENE within five (5) days after the Effective Date. GENE will promptly evaluate such contracts to determine, in its sole discretion, which of such contracts it desires to have transferred or assigned to it. Biosearch will thereafter use best efforts to work closely with GENE to transfer or assign those relationships selected by GENE to GENE in an orderly fashion as soon as possible after the Effective Date to permit a smooth transition. Prior to such transfer or assignment, Biosearch will continue to fulfill all of its obligations (including payment obligations) arising under these agreements; provided that, upon the transfer or assignment of any such agreement, GENE will reimburse Biosearch for that portion of all payments made under any such transfer or assigned agreement by Biosearch from the Effective Date to the date of such transfer or assignement that relate to work completed subsequent to the Effective Date.