Disclosure of Know-How. (a) After the Effective Date and pursuant to the Transition Plan (as defined in Section 4.1(b)), Portola shall disclose to Biogen Idec the Portola Know-How pertaining to the formulation, Manufacture and Development of the Lead Compound and the Product containing such Lead Compound that is subject to the ongoing Development by Portola as of the Effective Date. Each Party shall bear its own internal and out-of-pocket costs incurred in connection with such transfer of Portola Know-How under the Transition Plan.
(b) In addition, as soon as practicable after the Effective Date and as directed by the JSC, Portola shall use Commercially Reasonable Efforts to disclose to Biogen Idec all material Portola Know-How and other material data, information and documents known to Portola (excluding only such information where a confidentiality obligation to a Third Party precludes such disclosure and Portola has made reasonable efforts to secure permission from such Third Party to disclose such information to Biogen Idec hereunder) which may be necessary or reasonably useful to Biogen Idec to Develop, Manufacture, or commercialize the Collaboration Compounds and/or Products. Each Party shall bear its own internal and out-of-pocket costs incurred in connection with such transfer of Portola Know-How. [*] = 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.
(c) Thereafter, on a continuing basis during the Term: (i) Portola shall disclose to Biogen Idec additional Portola Know-How and Joint Know-How (to the extent not already known to Biogen Idec) which comes in to existence from time to time, and perform other technology transfer activities as set forth in this Agreement; and (ii) Biogen Idec shall disclose to Portola the Biogen Idec Know-How (to the extent necessary or reasonably useful for Portola to perform its obligations under this Agreement) and Joint Know-How (to the extent not already known to Portola). Each Party shall bear its own internal and out-of-pocket costs incurred in connection with such subsequent transfer of Know-How.
Disclosure of Know-How. For clarity, the Parties hereby agree and acknowledge that to the extent that either Party hereto has disclosed, or in the future discloses, to the other Party any Know-How or other Intellectual Property of such Party or its Affiliates pursuant to this Agreement, the other Party shall not acquire any ownership rights in such Know-How or other Intellectual Property by virtue of this Agreement or otherwise, and as between the Parties, all ownership rights therein shall remain with the disclosing Party (or its Affiliate).
Disclosure of Know-How. BTG shall disclose, and shall cause its Affiliates to disclose, as soon as reasonably practicable, to Savient all BTG Know-How acquired, developed or which comes to be possessed by the BTG or any of its Affiliates after the date hereof (and upon reasonable request by Savient, shall make such disclosure in writing).
Disclosure of Know-How. Each Party shall promptly disclose to the other Party all Joint Inhaled Collaboration Know-How and Liquidia Collaboration Know-How, GSK shall promptly disclose to Liquidia all PRINT Improvements, and Liquidia shall promptly disclose to Confidential treatment has been requested with respect to portions of this agreement as indicated by “[***]” and such confidential portions have been deleted and filed separately with the Securities and Exchange Commission pursuant to Rule 24b-2 of the Securities Exchange Act of 1934, as amended. GSK all GSK Collaboration Know-How, including any invention disclosures, or other similar documents, submitted to it by its employees, agents or independent contractors describing the inventions to the extent necessary or useful for the preparation, filing and maintenance of any Joint Inhaled Collaboration Patent, Liquidia Patent or GSK Patent hereunder.
Disclosure of Know-How. To the extent not already provided prior to the Effective Date, each Party shall promptly provide to the other Party access to all documents and materials containing the Hookipa Know-How and Know-How included within the Gilead Background Intellectual Property or Gilead Improvements as shall be reasonably requested by the other Party and as necessary or useful to exercise its rights or fulfill its obligations under this Agreement, including to undertake the activities assigned to it under the Research Plan and the activities of Gilead in connection with the Development, Manufacture, and Commercialization of Licensed Products, except for any Hookipa Know-How relating to the Manufacture of Licensed Products and addressed in Section 7.5.
Disclosure of Know-How. For as long as the Parties are conducting Development activities under the GDP, Exelixis shall, without additional compensation, disclose and make available to Licensee, in electronic form where, all Exelixis Know-How that comes into existence after the Effective Date and that was not previously provided to Licensee, promptly after the development, making, conception or reduction to practice of such Exelixis Know-How. For as long as the Parties are conducting Development activities under the GDP, Licensee shall and shall cause its Affiliates to, without additional compensation, disclose and make available to Exelixis, in electronic form where possible, any Licensee Know-How not previously provided to Exelixis, and promptly after the earlier of the development, making, conception or reduction to practice of such Licensee Know-How. The JDC and JCC shall each establish a mechanism for the reciprocal disclosure of Know-How within its respective area of responsibility.
Disclosure of Know-How. Promptly following the Effective Date, DTI shall disclose to Xxxxxxx all DTI Know-How. In addition, DTI shall make available to Xxxxxxx, upon reasonable notice and during normal business hours, the reasonable assistance of DTI's employees who are knowledgeable about the DTI Know-How in order to facilitate Xxxxxxx' efforts to develop and commercialize Licensed Products. DTI shall provide such assistance for a period of 1 year from the Effective Date, and Xxxxxxx may, at its election, extend its right yearly to receive such DTI assistance until the last regulatory filing necessary to obtain marketing approval is made. Xxxxxxx shall reimburse DTI for such assistance at the rate equivalent to 1 FTE * annually, payable in quarterly installments, but may terminate its right to receive DTI's assistance at any time. DTI will, at its own expense, transfer to Xxxxxxx all active INDs (and equivalent regulatory submissions in other countries) for all Licensed Compounds, together with all regulatory files and related documentation associated with such submissions. DTI will make such transfer no later than 3 months after the Effective Date, provided however, that if transfer is delayed due to actions, lack of action, or policies of FDA, then the period for transfer shall be extended by the length of the relevant delay.
Disclosure of Know-How. For as long as the Parties are conducting Development activities under the GDP, Exelixis shall, without additional compensation, disclose and make available to Collaborator, in electronic form where possible, all Exelixis Know-How that comes into existence after the Effective Date and that was not previously provided to Collaborator, promptly after the development, making, conception, or reduction to practice of such Exelixis Know-How. For as long as the Parties are conducting Development activities under the GDP, Collaborator shall and shall cause its Affiliates to, without additional compensation, disclose and make available to Exelixis, in electronic form where possible, any Collaborator Know-How not previously provided to Exelixis, and promptly after the earlier of the development, making, conception, or reduction to practice of such Collaborator Know-How. The JDC and JCC shall each establish a mechanism for the reciprocal disclosure of Know-How within its respective area of responsibility.
Disclosure of Know-How. Each Party shall use Diligent Efforts to keep the JPT informed of its activities, if any, under each Research Program and Optimization Program, and Arvinas shall provide the JPT, at each [**] JPT meeting, with a summary update regarding its progress in achieving the Completion Criteria for each Research Program and the Optimization Completion Criteria for each Optimization Program. Genentech may, in its sole discretion, provide information or data within the Genentech Know-How to the JPT to support a Research Program or an Optimization Program. Likewise, Arvinas may, in its sole discretion, provide information or data within the Arvinas Know-How to the JPT to support a Research Program or an Optimization Program, but the Parties acknowledge that, unless expressly requested by Genentech in writing, Arvinas shall not disclose to Genentech (including to Genentech’s JPT representatives) any chemical structure information regarding any portion of any Licensed PROTAC directed to any Target for which Genentech has not exercised an Option under Section 3.2.
Disclosure of Know-How. As part of the initial disclosure of Technology Sharing Documentation from Kamada to Xxxxxx, and potential disclosure of Know-How related to Improvements under Section 4.5, Know-How will be disclosed between the Parties. In order to keep accurate records of what a Party considers to be its Know-How, and for the Parties to monitor their obligations with respect to such Know-How, the Parties shall establish a Know-How Registry accessible to both Parties. Each Party shall designate a Know-How Registry manager, whose responsibility it will be to check the Know-How Registry for accuracy, and to enter that Party’s Know-How into the Know-How Registry. Upon entry of a document into the Know-How Registry, the Know-How Registry manager for the entering Party shall notify the Know-How Registry manager for the other (“reviewing”) Party. The reviewing Party’s Know-How Registry manager shall have [*****] to review the proposed Know-How, and either accept or reject the document as the Know-How of the entering Party; however, in the case of Technology Sharing Documentation, the reviewing Party’s Know-How Registry manager shall have [*****] for review, due to the large amount of documents in the Technology Transfer Documentation. If the reviewing Party has not rejected the document as Know-How within the reviewing period, such document shall be deemed Know-How of the entering Party. If the reviewing Party rejects the document as the Know-How of the entering Party, the reviewing Party shall provide detailed, substantial reasons for that rejection in a written communication to the entering Party (e.g., an SOP for pH or sodium concentration determination follows procedures published in the European Pharmacopeia.) The Parties shall discuss in a timely manner the reasons for rejection, and resolve whether the contested Know-How document shall be entered into the Know-How Registry. [*****] Confidential portions of this document have been redacted and filed separately with the Securities and Exchange Commission.
