Discovery Program. Future Fellowships Grant Details
Discovery Program. (a) From the Effective Date, the objective of the Parties during the Discovery Program is for Regeneron to discover, identify and/or validate Targets from which Regeneron shall select Targets for the Rolling Target List, generate MTCs (and, if agreed to by the JRC, other Antibodies) against Program Targets (including Program Targets that are Sanofi Targets) from which to select Lead Candidates, and develop such Lead Candidates through IND Preparation to offer to Sanofi for joint development and commercialization under the terms set forth herein and in the License and Collaboration Agreement. During the first ten (10) Contract Years, Regeneron will use Commercially Reasonable Efforts to discover, identify and validate Targets as part of the Discovery Program. The Parties will select Targets for the Rolling Target List pursuant to Section 2.4. *****************************************************. Regeneron will use Commercially Reasonable Efforts to generate MTCs (and if agreed by the JRC, other Antibodies) against Program Targets and manufacture preclinical and clinical supplies of the Lead Candidates and Product Candidates for the Discovery Program and Phase 1 Clinical Trials. The JRC will evaluate and prioritize Program Targets. Subject to the JRC’s prioritization of Program Targets, Sanofi’s Target selection and exclusion rights under Section 2.4, and the other terms of this Agreement, Regeneron will have sole responsibility for the design and conduct of all activities under the Discovery Program, including, without limitation, decisions relating to initiation and termination of programs and activities, manufacturing activities, and staffing and resource allocation between different programs and activities in the Discovery Program. The JRC will also prioritize the Antibodies, including MTCs, to be further pursued as Lead Candidates, and Regeneron will commence IND Preparation activities only for those Antibodies, including MTCs, that meet the applicable criteria set forth in Schedule 4. Sanofi shall be responsible for completing relevant portions of Schedule 4 for all Sanofi Targets at the time that such Target is selected for the Rolling Target List to the extent such information is not available at Regeneron. Sanofi, through the JRC, will provide consultation and advice to support Regeneron’s efforts. Neither Regeneron nor Regeneron’s representative on the JRC shall have the right to discriminate against Sanofi Targets without the agreement of Sanofi’...
Discovery Program. During the Option Term, Agios shall be responsible for conducting discovery research activities with the principal goals of (i) identifying and validating Collaboration Targets in accordance with the Validation Criteria, (ii) identifying and discovering Collaboration Compounds that either activate or inhibit through direct binding to a Collaboration Target, (iii) nominating Development Candidates, and (iv) characterizing, optimizing and supporting the pre-clinical Development of Development Candidates, including IND-Enabling Studies; provided that, if Celgene and Agios both consent, Celgene may also be assigned responsibility for some of the foregoing discovery research activities at Agios’ sole expense.
Discovery Program. Each Party agrees to use its commercial best efforts to perform the research discovery program (the Discovery Program) set forth in the scope of work in Attachment I annexed hereto (the Scope of Work) within the time frame designated herein. IAVI will also conduct and fund additional activities supportive of, and related to, the Discovery Program, including collection of donor samples, assay development and assay testing at Monogram Biosciences, activities related to the Program Team (as defined below), and the characterization of the Final MAbs (as defined in the Scope of Work).
Discovery Program. Array and Amgen agree to conduct a research program on a collaborative basis with the principal goal of identifying and characterizing additional Products within the Field, and of conducting preclinical testing and process technology research of Products to ready them for pre-clinical development, all as set forth below.
Discovery Program. During the Option Term, Array shall be responsible for conducting a discovery research program (the “Discovery Program”).
Discovery Program. Section 2.1 TARGET DISCOVERY PROGRAM OVERVIEW. The primary objective of the Target Discovery Program is to identify and qualify a minimum of 225 QTs during the Discovery Program Term. The principal focus of the Target Discovery Program shall be the identification and qualification of CFA QTs, based upon a Target by Class Drug Discovery Approach. In addition to the foregoing, the Discovery Program may include work directed at [**] or work utilizing approaches for the discovery of targets for Small Molecules other than a Target by Class Drug Discovery Approach, but only if mutually agreed upon by the Parties and reflected in the Research Plan. Millennium shall use commercially reasonable efforts to generate and enter into the Discovery Pool a minimum of 225 QTs over the course of the Discovery Program Term.
Discovery Program. 2.4.1 The Discovery Program commenced on [*], and Penn shall continue to perform the Discovery Program in accordance with this Agreement for the duration of the Discovery Term. Upon mutual agreement by the Parties prior to the expiration of the Discovery Term, the Discovery Term may be extended for an additional [*].
2.4.2 Subject to the terms of this Agreement, commencing on the Restatement Date and for the duration of the Discovery Term, Licensee shall provide Penn with the Discovery Funding to fund the performance of the Discovery Program by Penn. Such Discovery Funding shall be inclusive of Penn’s standard indirect charges. Licensee shall remit such funds in each year during the Discovery Term commencing on the Restatement Date in accordance with Section 2.4.3 below. Penn may carry forward any Discovery Funding that is not expended in a year during the Discovery Term to future calendar years during the Discovery Term, subject to the reconciliation process set forth in Section 2.3.5.2, mutatis mutandis. This carry-forward amount will not reduce the Discovery Funding owed each year by Licensee during the Discovery Term. Penn shall use the Discovery Funding solely to perform the Discovery Program.
2.4.3 Subject to the terms of this Agreement, Licensee shall pay Penn the Discovery Funding amount in equal quarterly installments of $1,250,000 (“Discovery Funding Payment”), with the first Discovery Funding Payment due on [*]. Licensee shall pay Penn the next Discovery Funding Payment prior to the next full Calendar Quarter after the Restatement Date, and shall make each Discovery Funding Payment prior to each Calendar Quarter thereafter during the remainder of the Discovery Term. Additional funding from Licensee may be added to the Discovery Funding by mutual written agreement of the Parties.
2.4.4 Penn shall have the right to determine the Discovery Program, including Discovery Tasks subject to the provisions of this Section 2.4.4. Penn agrees to (i) consult with the JSC regarding (a) [*], (b) [*], and (c) [*], and (ii) [*]. [*]. [*]. For clarity, [*]. Nothing in this Agreement shall prevent Penn from collaborating with, or receiving funds from, any Third Party for the performance of the Discovery Program so long as Penn does not, in connection with any such collaboration or the receipt or use of Third Party funding, [*].
2.4.5 Penn shall maintain records of the results of the Discovery Program in sufficient detail and in good scientific manner appropriate f...
Discovery Program. The Parties acknowledge and agree that, as of the Effective Date, Licensee has provided, or is obligated to provide, pursuant to the Mutual Termination Agreement, the Remaining Discovery Support Amount (as defined in the Mutual Termination Agreement) to Penn which will be utilized by Penn to fund Penn’s performance of the Tasks. For clarity, other than payment of the Remaining Discovery Support Amount (as defined in the Mutual Termination Agreement) and outstanding patents costs (as described in Section 3.4 of the Mutual Termination Agreement) in accordance with the terms of the Mutual Termination Agreement, no additional amounts shall be paid by Licensee to Penn for Penn’s conduct of the Discovery Program. Notwithstanding anything in this Agreement to the contrary and for the avoidance of doubt, such funds are non-refundable and non-creditable and, subject to Penn using such funds for the Discovery Program, may be utilized and allocated by Penn in its sole discretion. Penn shall maintain records of the activities conducted under and the results of the Discovery Program (including the Discovery Results) in sufficient detail and in good scientific manner appropriate for patent purposes to properly reflect all work done and results achieved. At least once every [***] during the period beginning on the Effective Date and thereafter for the remainder of the Discovery Term, Penn will notify Licensee (via the ISC) of any available Discovery Patent Rights and/or Discovery Results and will provide to Licensee updates and scientific reports of the progress and results of the Discovery Program for Tasks. All Discovery Results shall be solely and exclusively owned by Penn (“Penn Discovery Results”). For the avoidance of doubt, Penn Discovery Results will constitute Licensed Discovery Know-How and will be included within the scope of the Licenses granted by Penn to Licensee under this Agreement.
Discovery Program. 5.1 If Mirati exercises the Option, the Parties will collaborate on a discovery program, pursuant to the Discovery Plan and in accordance with this Article V, with the goal of identifying and developing [***] Clinical Candidates in the Field (herein, the “Discovery Program”).
