Collaboration Target Selection Sample Clauses

Collaboration Target Selection. (a) During the Research Term, Calico shall nominate targets for [***] Collaboration Target slots. The initial Collaboration Targets are set forth on Appendix 1.26. For remaining Collaboration Target slots, or, if applicable, for Collaboration Targets Calico subsequently elects to substitute (as set forth in Section 3.1.2(b) below), the following process will occur. Upon Calico’s nomination of a proposed target by written notice to C4T (the “Nomination Notice”) C4T will have [***] to provide a written response as to whether such target is an Available Target. An “Available Target” shall mean all biological targets, as described by a UniProt/SwissProt identifier, except those (i) listed on Appendix 3.1.2 (“Unavailable Targets”) or (ii) with respect to which C4T has, as of the date Calico provides the Nomination Notice, (A) licensed or provided an option right to such target to a Third Party pursuant to an executed agreement with C4T, or (B) initiated a bona fide internal program at C4T against such target as evidenced by having synthesized a Non- Calico Protein Degrader for such target and having an active program for such Non-Calico Protein Degrader against such target as evidenced by written records. C4T will inform Calico as to whether a target is an Available Target within [***] of when Calico submits the Nomination Notice. If the proposed target is an Available Target, then the parties shall discuss and within [***] determine whether to include such target in the collaboration based on the relative merits of such target. If there is a disagreement as to whether to add such target to the collaboration, [***] shall have the tie-breaking vote. Any target added to the collaboration under this process shall be deemed a Collaboration Target.

Collaboration Target Selection. Vertex may elect to designate a Vertex Target as a Collaboration Target at any time prior to the Amendment Execution Date (as defined in Amendment No. 2 to this Agreement entered into as of June 6, 2019) upon written notice to CRISPR. Within [***] days after the designation of a Collaboration Target, the Collaboration Program Working Group will be formed and will provide the JRC an initial draft Research Plan for such Collaboration Target. Subject to Section 3.1.3, the JRC will review such plan and agree upon a final Research Plan for such Collaboration Target. Collaboration Targets continue to be included as Vertex Targets for purposes of the Target Cap. In addition, effective as of the Amendment Date, any Vertex Target that has not been designated as a Collaboration Target prior to the Amendment Date shall no longer constitute a Vertex Target under this Agreement.

Collaboration Target Selection. Section 2.3.3 of the Agreement is hereby amended by deleting it in its entirety and replacing it with the following text: