Backup Compounds. The JRC and JDC shall ensure that the Research Plan and Phase I Plan for each Collaboration Target contains a plan for the research and development of Backup Compounds. […***…]. Progress of up to […***…] Collaboration Compounds satisfying CCS Criteria through GLP Tox Studies for a Collaboration Target shall be at BPM’s sole expense. Additional Backup Compounds may be progressed through a GLP Tox Study at Roche’s sole discretion and expense (including any supply thereof) as part of the Research Plan and under the supervision of the JRC, provided that BPM will have the right to conduct (or have conducted) any such GLP Tox Study, and if BPM elects such right then Roche shall reimburse BPM for any personnel costs, Allocable Overhead or Out of Pocket Expenses incurred by BPM with respect thereto. All Phase I Development Costs for the first Backup Compound for a Collaboration Target in a Phase I Study shall be shared as set forth in Section 12.5 (including subject to the cap stated therein); provided that BPM shall only be obligated to fund one (1) Collaboration Compound for a Collaboration Target at a time in a Phase I Study. Thereafter, all Phase I Development Costs for any Backup Compound for a Collaboration Target in a Phase I Study shall be at Roche’s sole expense and discretion (including any supply thereof) as part of the Phase I Plan and under the supervision of the JDC, provided that BPM will have the right to conduct (or have conducted) any such Phase I Study, and if BPM elects such right then Roche shall reimburse BPM for any Phase I Development Costs incurred by BPM with respect thereto.
Backup Compounds. (a) At any time and from time to time during the [***] period after the exercise of an Option, if the JSC determines in good faith that there is a bona fide scientific reason to do so, the JSC may direct Molecular Partners (i) to identify replacement DARPin Domains for any AGN DARPin Domain for the applicable Licensed Target Combination, or (ii) to optimize any AGN DARPin Domain or Product Candidate for such Licensed Target Combination, by modifying the nucleic or amino acid sequence (through the replacement, insertion or deletion of one or more nucleotides or amino acids, respectively, of such sequence) of an AGN DARPin Domain. Any resulting DARPin Compound generated by Molecular Partners that Binds each Collaboration Target of the Licensed Target Combination shall be deemed a “Backup Compound”, and Allergan may select [***] such Backup Compounds as Licensed Compounds (“Designated Backup Compounds”). Following identification and production of a Backup Compound, Molecular Partners shall promptly deliver such Backup Compound and a reasonably detailed summary of Information related thereto to Allergan. The DARPin Domains in such Designated Backup Compounds will be considered AGN DARPin Domains.
(b) Backup Compounds will not include any MP DARPin Domains, or any DARPin Domains that Molecular Partners is researching or developing in an internal program or in collaboration with or for a Third Party at the time of the JSC’s request.
(c) Notwithstanding Section 5.7(a), if the JSC directs Molecular Partners to modify an AGN DARPin Domain or Product Candidate under Section 5.7(a)(ii), Molecular Partners shall have the right either (i) to conduct such modification or (ii) to decline to conduct such activities and to grant Allergan the right to do so in strict accordance with a written plan agreed by the Parties. In case (ii), Allergan shall promptly conduct such activities, solely as set forth in the plan, and shall provide Molecular Partners with all Information resulting from such activities promptly after completion thereof. All such Information shall be deemed MP Core Inventions, and any DARPin Compound generated by Allergan that Binds each Collaboration Target of the Licensed Target Combination will be deemed a Backup Compound.
(d) Molecular Partners shall not be obligated to devote more than [***] FTE per year to conduct activities under this Section 5.7 for each Licensed Target Combination. Allergan shall reimburse Molecular Partners’ expenses to conduct such...
Backup Compounds. If development of RSD1235 is replaced with a Backup Compound in accordance with Section 2.6 prior to the occurrence of one or more milestone(s) described in Section 4.2, Fujisawa will be obligated to pay such milestone payments only upon the occurrence of such milestones in respect of the Backup Compound replacing RSD1235. Subject to Section 2.6(b), Fujisawa will make the milestone payment for that and each subsequent milestone achieved by the Backup Compound and shall pay the royalties respecting such Backup Compound in accordance with the terms and conditions of this Agreement as if such Backup Compound were RSD1235.
Backup Compounds. (a) Provisions Relating to BMS’ Exercise of its Co-Development Option. If BMS does not exercise its Co-Development Option with respect to a Provisional Collaboration Program by the applicable deadline, then EXEL shall retain all right, title and interest in all compounds generated for such Provisional Collaboration Program, subject to [*]. If BMS does exercise its Co-Development Option with respect to a Provisional Collaboration Program, then any compounds generated for such Provisional Collaboration Program (or Lead Op Program that became such Provisional Collaboration Program) that satisfy the definition of a Program Backup shall become part of the Collaboration Program, and, subject to Section 8.1(d), neither BMS nor EXEL shall use any such compounds for any purpose outside of the Collaboration without the prior written consent of the other Party. The compounds generated for such Provisional Collaboration Program (or Lead Op Program that became such Provisional Collaboration Program) that do not satisfy the definition of Program Backups shall become Unrelated Compounds, and EXEL shall be free to use such Unrelated Compounds outside of the Collaboration, subject to Section 8.6. For clarity, BMS shall pay EPC the milestone payments described in Section 9.5 for Program Backups that are Royalty-Bearing Products and that meet the applicable milestone events.
Backup Compounds. From time to time pursuant to this Section 4.1.6, Forest may request that Microbia synthesize peptides which are guanylate cyclase C agonists designed for the diagnostic, prophylactic or therapeutic treatment of IBS, CC or OIC in the Field. Upon such request, Microbia will use Commercially Reasonable Efforts to [***]. All costs incurred in such [***] will be included as [***] hereunder. Any such [***]. Forest's right to request the [***] pursuant to this Section 4.1.6 will expire upon [***], provided that if such [***], then Forest's right to request [***]. Notwithstanding the foregoing, Forest may not request that [***] in a request made pursuant to this Section 4.1.6 during any [***] period. Upon the addition of any such [***], the JDC will determine the appropriate Development activities, if any, to be undertaken with respect to such Collaboration Compound, [***]. Subject to Section 4.1.1(c), neither Party shall have any operational or financial obligations with respect to the [***] except to the extent set forth in a Development Plan approved by the JDC.
Backup Compounds. On a Licensed Product-by-Licensed Product basis, Allergan shall be entitled to deduct from any Royalty Payments and Development Milestone Payments payable to Assembly in respect of a Licensed Product that incorporates a Backup Compound an amount equal to [* * *] incurred by Allergan for the POC Trial for such Licensed Product [* * *] of such Development Costs). For the avoidance of doubt, in addition to the provision of this Section 7.4.4, all reductions of Royalty Payments set forth in Section 7.4 shall apply to any Licensed Product, including a Licensed Product that incorporates a Backup Compound.
Backup Compounds. At any time before the expiration of the DS Option Period for the DS Target of any Primary Development Compound, DS may designate up to * (*) Backup Compounds to such Primary Development Compound by giving written notice of designation to ARQULE, which notice shall identify such Backup Compounds (the “DS Backup Compound Notice”). No Backup Compound may be designated after the expiration of the DS Option Period for the DS Target of the relevant Primary Development Compound.
Backup Compounds. Except as provided in this Section 6.10.2, Xxxxxx-Xxxxxxx shall not have to make milestone payments under Section 6.10.1 with respect to Trigger Events for any Collaboration Lead Compound it designates to be a backup compound (the "Backup Compound") to a more developmentally advanced Collaboration Lead Compound for which it is obligated to make milestone payments under Section 6.10.
1. If development of the more advanced Collaboration Lead Compound is abandoned prior to occurrence of the Trigger Event described in Section 6.10.1, Xxxxxx-Xxxxxxx will only have to make milestone payments for Trigger Events achieved by the Backup Compound that were not achieved by the abandoned Collaboration Lead Compound. If the Backup Compound reaches a Trigger Event before the Collaboration Lead Compound for which it is a backup compound, Xxxxxx-Xxxxxxx will make the milestone payment for that and each subsequent Trigger Event reached by the Backup Compound but shall not be required to make milestone payment for that and each subsequent Trigger Event realized by the Collaboration Lead Compound. If the Backup Compound reaches the Trigger Event described in Section 6.10.1 before abandonment of the more advanced Collaboration Lead Compound, then Xxxxxx-Xxxxxxx will make the milestone payments for the Trigger Event described in Section 6.10.1 and for each subsequent Trigger Event reached by the Backup Compound.
Backup Compounds. Allergan shall reimburse Molecular Partners for all FTE costs (at the FTE Rate) incurred by Molecular Partners to conduct its activities under Section 5.7, up to a maximum of [***] per year per each Licensed Target Combination. Within [***] after the end of each calendar quarter during which Molecular Partners conducts any such activities, Molecular Partners shall provide an invoice to Allergan specifying the actual FTE costs (at the FTE Rate) incurred by Molecular Partners in accordance with the foregoing.
Backup Compounds. Except as provided in this Section 6.10.2, ***. If development of the more advanced Collaboration Lead Compound is abandoned prior to occurrence of the Trigger Event described in Section 6.10.1(e), Organon will have to make *** per cent (***%) of the milestone payments for Trigger Events achieved by the Backup Compound that were not achieved by the abandoned Collaboration Lead Compound. If the Backup Compound reaches a Trigger Event before the Collaboration Lead Compound for which it is a backup compound, Organon will make *** per cent (***%) of the milestone payment for that and each subsequent Trigger Event reached by the Backup Compound but shall not be required to make the milestone payment for that and each subsequent Trigger Event realized by the Collaboration Lead Compound for which a milestone payment is made for the Backup Compound. If a Backup Compound reaches Trigger Event 6.10.1(b) for a different therapeutic indication than that for which the Collaboration Lead Compound is being developed, Ligand shall be paid the 6.10.1
(a) milestone and the 6.10.1
