Disclosure of Technology for Development Purposes Sample Clauses

Disclosure of Technology for Development Purposes. 4.3.1 Promptly after the Option Exercise Date for a particular Collaboration Program, Denali shall disclose and make available to Takeda the Regulatory Documentation, Denali Know-How, and Joint Program Know-How with respect to any Optioned Biologics or Optioned Products within the Collaboration Program, in each case that are Controlled by Denali and are necessary or reasonably useful for Takeda to Develop, Manufacture, or Commercialize such Optioned Biologics and Optioned Products within such Collaboration Program in the Confidential 45 *** Certain information in this agreement has been omitted and filed separately with the Securities and Exchange Commission. [***] indicates that text has been omitted and is the subject of a confidential treatment request. Territory in accordance with the terms of this Agreement. The JPT shall establish a process pursuant to which, after the Effective Date, but before Denali exercises the Denali Worldwide Royalty Option with respect to any Collaboration Program, the Parties shall disclose and make available to the other Party: Regulatory Documentation, Denali Know-How or Takeda Know-How (including, in each case, any Joint Program Know-How), and other Information claimed or covered by any Denali Patent, Takeda Patent, or Joint Program Patent or otherwise relating, directly or indirectly, to Optioned Biologics and Optioned Products within such Collaboration Program, in each case to the extent Controlled by such Party and that are necessary or reasonably useful for the other Party to Develop, Manufacture, or Commercialize such Optioned Biologics and Optioned Products within such Collaboration Program in the Territory in accordance with the terms of this Agreement, to the extent such items have not previously been provided to the other Party. The Parties shall cooperate and reasonably agree upon formats and procedures to facilitate the orderly and efficient exchanges of Regulatory Documentation, Information, or inventions contemplated under this Section 4.3.1. 4.3.2 After the Option Exercise Date for a particular Collaboration Program, each Party shall, to the extent requested by the other Party, provide such other Party with all reasonable assistance required in order to transfer to the other Party the Regulatory Documentation, Denali Know-How and Takeda Know-How (including, in each case, any Joint Program Know-How), and other Information required to be provided pursuant to Section 4.3.1, in each case in a timely manner, and ...
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Disclosure of Technology for Development Purposes 

Related to Disclosure of Technology for Development Purposes

  • Research Use The Requester agrees that if access is approved, (1) the PI named in the DAR and (2) those named in the “Senior/Key Person Profile” section of the DAR, including the Information Technology Director and any trainee, employee, or contractor1 working on the proposed research project under the direct oversight of these individuals, shall become Approved Users of the requested dataset(s). Research use will occur solely in connection with the approved research project described in the DAR, which includes a 1-2 paragraph description of the proposed research (i.e., a Research Use Statement). Investigators interested in using Cloud Computing for data storage and analysis must request permission to use Cloud Computing in the DAR and identify the Cloud Service Provider (CSP) or providers and/or Private Cloud System (PCS) that they propose to use. They must also submit a Cloud Computing Use Statement as part of the DAR that describes the type of service and how it will be used to carry out the proposed research as described in the Research Use Statement. If the Approved Users plan to collaborate with investigators outside the Requester, the investigators at each external site must submit an independent DAR using the same project title and Research Use Statement, and if using the cloud, Cloud Computing Use Statement. New uses of these data outside those described in the DAR will require submission of a new DAR; modifications to the research project will require submission of an amendment to this application (e.g., adding or deleting Requester Collaborators from the Requester, adding datasets to an approved project). Access to the requested dataset(s) is granted for a period of one (1) year, with the option to renew access or close-out a project at the end of that year. Submitting Investigator(s), or their collaborators, who provided the data or samples used to generate controlled-access datasets subject to the NIH GDS Policy and who have Institutional Review Board (IRB) approval and who meet any other study specific terms of access, are exempt from the limitation on the scope of the research use as defined in the DAR.

  • Responsibility for Intellectual Property The Company assumes all liabilities and responsibility in connection with all Intellectual Property, and the obligations of the Company hereunder or under the Notes and the Warrants shall in no way be affected or diminished by reason of the loss, destruction, damage or theft of any of the Intellectual Property or its unavailability for any reason.

  • Business Purposes The Loan is solely for the business purpose of Borrower, and is not for personal, family, household, or agricultural purposes.

  • DEVELOPMENT OR ASSISTANCE IN DEVELOPMENT OF SPECIFICATIONS REQUIREMENTS/ STATEMENTS OF WORK

  • Confidential Information and Inventions (a) The Executive recognizes and acknowledges that in the course of his duties he is likely to receive confidential or proprietary information owned by the Company, its affiliates or third parties with whom the Company or any such affiliates has an obligation of confidentiality. Accordingly, during and after the Term, the Executive agrees to keep confidential and not disclose or make accessible to any other person or use for any other purpose other than in connection with the fulfillment of his duties under this Agreement, any Confidential and Proprietary Information (as defined below) owned by, or received by or on behalf of, the Company or any of its affiliates. “Confidential and Proprietary Information” shall include, but shall not be limited to, business plans (both current and under development), client lists, promotion and marketing programs, trade secrets, or any other confidential or proprietary business information relating to business operations of the Company The Executive expressly acknowledges the trade secret status of the Confidential and Proprietary Information and that the Confidential and Proprietary Information constitutes a protectable business interest of the Company. The Executive agrees: (i) not to use any such Confidential and Proprietary Information for himself or others; and (ii) not to take any Company material or reproductions (including but not limited to writings, correspondence, notes, drafts, records, invoices, technical and business policies, computer programs or disks) thereof from the Company’s offices at any time during his employment by the Company, except as required in the execution of the Executive’s duties to the Company. The Executive agrees to return immediately all Company material and reproductions (including but not limited, to writings, correspondence, notes, drafts, records, invoices, technical and business policies, computer programs or disks) thereof in his possession to the Company upon request and in any event immediately upon termination of employment. (b) Except with prior written authorization by the Company, the Executive agrees not to disclose or publish any of the Confidential and Proprietary Information, or business information of any other party to whom the Company or any of its affiliates owes an obligation of confidence, at any time during or after his employment with the Company.

  • Responsibility for Information Recipients The Asset Representations Reviewer will be responsible for a breach of this Section 4.9 by its Information Recipients.

  • Services to Other Clients; Certain Affiliated Activities (a) The relationship between the Asset Manager and the Series is as described in this Agreement and nothing in this Agreement, none of the services to be provided pursuant to this Agreement, nor any other matter, shall oblige the Asset Manager to accept responsibilities that are more extensive than those set forth in this Agreement. (b) The Asset Manager’s services to the Series are not exclusive. The Asset Manager may engage in other activities on behalf of itself, any other Managing Party and other clients (which, for the avoidance of doubt, may include other series of the Company). The Series acknowledges and agrees that the Asset Manager may, without prior notice to the Series, give advice to such other clients. The Asset Manager shall not be liable to account to the Series for any profits, commission or remuneration made or received in respect of transactions effected pursuant to the Asset Manager’s advice to another client and nor will the Asset Manager’s fees be abated as a result.

  • Technical Information The Employer agrees to provide to the Union such information that is available relating to employees in the bargaining unit, as may be required by the Union for collective bargaining purposes.

  • Business Purpose The Company may conduct any and all lawful business appropriate in carrying out the Company’s objectives, as permitted under Section 00-00-000 of the Act.

  • Use of Technology Participants are subject to all existing laws (federal and state) and University regulations and policies on use of technology, including not only those laws and regulations that are specific to computers and networks, but also those that may apply generally to personal conduct such as: • UC Electronic Communications Policy: xxxx://xxx.xxxx.xxx/ucophome/policies/ec/ • UCLA E-mail Policy and Guidelines: xxxx://xxx.xxxxxxxxxxxxx.xxxx.xxx/app/Default.aspx?&id=455 • IT Services Acceptable Use Policy: xxxx://xxx.xxx.xxxx.xxx/policies/aupdetail.html • The UC Policy on Copyright Ownership: xxxx://xxxxxxxxx.xxxxxxxxxxxxxxxxxxxxxx.xxx/resources/copyright-ownership.html • Bruin OnLine Service Level Agreement: xxxx://xxx.xxx.xxxx.xxx/policies/BOL_SLA.pdf Any violation may result in technology related privileges being restricted or revoked and may also result in The University undertaking disciplinary action. If the violation constitutes a criminal offense, appropriate legal action may be taken.

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