End of Research Term. At the end of the Research Term, (a) neither CRISPR nor Vertex will have an obligation to perform any additional activities under any Research Plan and (b) CRISPR’s obligations and Vertex’s rights under this Agreement with respect to any Vertex Target that has not been designated as a Collaboration Target will terminate and the Vertex Target list will be dissolved. For clarity, the expiration of the Research Term will not affect Vertex’s rights or CRISPR’s obligations with respect to any Collaboration Target for which Vertex has exercised its Option as provided in Section 4.1 or for which the Option Deadline has not occurred.
End of Research Term. The Research Term will commence on the -------------------- Effective Date and, unless this Agreement is sooner terminated as provided in Section 12.2, 12.3, 12.5 or 12.7, will continue until the 5 year anniversary thereof; provided, however, that Glaxo's obligations to pay Research Fees to MEGABIOS under Article III shall survive any termination of this Agreement, except termination by Glaxo under Section 12.7 or by MEGABIOS under Section 12.5(b). ARTICLE XIII - ASSIGNMENT -------------------------
End of Research Term. The Research Term will commence on the Effective -------------------- Date and, unless this Agreement is sooner terminated as provided in Section 12.2, 12.3, 12.5, or 12.7, shall expire as of April 1, 1997; provided, however, that Glaxo's obligations to pay Research Fees to MEGABIOS under Article III shall survive any termination of this Agreement, except termination by Glaxo under Section 12.7.
5. A new Article 16 shall be added to read as follows:
ARTICLE XVI - POST RESEARCH PERIOD DEVELOPMENT SERVICES ------------------------------------------------------- After the end of the Research Term, Glaxo shall have the option to enter into discussions with MEGABIOS for the performance of consulting services with respect to the development of Cystic Fibrosis Agents and MEGABIOS agrees to enter into good faith negotiations with Glaxo to agree upon reasonable terms and conditions for the provision of such services and to provide such services pursuant to such agreed-upon terms and conditions.
End of Research Term. Upon the expiration of the Research Term, (a) Regulus will not be obligated to continue to perform work under the Research Program; (b) Sanofi may not designate any additional (or substituted) Collaboration Targets under Section 3.6; and (c) subject to Regulus’ obligations under Section 2.3, Regulus will […***…] any data generated under the R&D Plan for any microRNA that is not a Collaboration Target, including any microRNA Compound antagonizing or mimicking such microRNA.
End of Research Term. At the end of the Research Term, this Agreement will terminate automatically if Biogen Idec has not designated at least one (1) Development Compound, unless (i) the Parties have previously mutually agreed on activities aimed at advancing a Lead Compound to designation as a Development Compound and the mutually agreed plan for such activities extends beyond the end of the Research Term, or (ii) the Parties mutually agree at least [***] prior to the expiration of the Research Term to continue the research for a specified additional period of time and agree on all relevant matters relating to such extension including, but not limited to, the Parties’ respective rights and obligations with regard to the ongoing research, a budget for such ongoing research and the Parties’ respective monetary obligations with regard to such budget. CERTAIN CONFIDENTIAL PORTIONS OF THIS EXHIBIT WERE OMITTED AND REPLACED WITH “[***]”. A COMPLETE VERSION OF THIS EXHIBIT HAS BEEN FILED SEPARATELY WITH THE SECRETARY OF THE SECURITIES AND EXCHANGE COMMISSION PURSUANT TO AN APPLICATION REQUESTING CONFIDENTIAL TREATMENT PURSUANT TO RULE 406 PROMULGATED UNDER THE SECURITIES ACT OF 1933, AS AMENDED. Execution Version
End of Research Term. At the end of the Research Term, (i) neither Isis nor Biogen Idec will have an obligation to perform any activities under the Core Research Program or the Neurological Disease Research Program; (ii) the High Interest Target List (including the ALS Targets) will be dissolved, and any Neurology Targets that have not been designated Collaboration Targets or Biogen Idec Alternate Modality Targets will no longer be Neurology Targets under this Agreement; (iii) Isis’ obligations and Biogen Idec’s rights under this Agreement with respect to such Neurology Targets and any ASOs targeting such Neurology Targets will then terminate; and (iv) at Isis’ request, Biogen Idec will provide to Isis any data generated under the Core Research Program and the Neurological Disease Research Program and licensed to Isis under Section 4.3.2. For clarity, the expiration of the Research Term will not affect Biogen Idec’s rights or Isis’ obligations with respect to Collaboration Programs or Biogen Idec Alternate Modality Programs under this Agreement, including, in the case of Collaboration Programs, Isis’ obligation under Section 1.10.1 to use Commercially Reasonable Efforts to identify a Development Candidate for each applicable Collaboration Program.
End of Research Term. (i) Beginning ninety (90) days prior to the expiration of the Research Term, the Parties will meet to review all Collaboration BACs and Collaboration ADCs (“Collaboration Non-NNAA ADCs”) that have not been Nominated as Development Candidates prior to such meeting. CELGENE may request reasonable information and clarifications within twenty (20) Business Days after such meeting, and SUTRO will respond to such requests in good faith within fifteen (15) Business Days after such request. CELGENE may Nominate any such Collaboration BAC or Collaboration Non-NNAA ADC as a Development Candidate in accordance with Section 2.2.6(a) after receipt of SUTRO’s response, but in no event after the end of the Research Term unless SUTRO has failed to provide the foregoing information and clarifications requested by CELGENE with respect to a Collaboration BAC or Collaboration Non-NNAA ADC, in which case the time during which CELGENE may Nominate such Collaboration BAC or Collaboration Non-NNAA ADC shall be extended to fifteen (15) Business Days after CELGENE’s receipt of such information and clarifications.
(ii) Any and all Collaboration BACs and Collaboration ADCs that are not Nominated by CELGENE pursuant to Section 2.2.6(b)(i) and that are not otherwise Development Candidates (except for Collaboration BACs or Collaboration ADCs previously Nominated by CELGENE in accordance with Section 2.2.6(a)) shall be referred to, collectively, as “Abandoned BACs” and/or “Abandoned ADCs”, respectively and, unless the associated Target Combinations, are also associated with any Collaboration BAC or Collaboration ADC Nominated by CELGENE, the associated Target Combinations shall be referred to as “Abandoned Target/Target Combinations”. Upon the expiration or termination of the Research Term, (a) the licenses set forth in Section 9.1 shall terminate with respect to any Abandoned BACs and/or Abandoned ADCs, (b) the exclusivity provisions set forth in Section 8.1.1(a) shall terminate with respect to any Abandoned Target/Target Combinations, and (c) CELGENE may not Nominate as a Development Candidate, and neither Party shall be licensed by the other Party under this Agreement to develop, manufacture or commercialize any Abandoned BACs or Abandoned ADCs (or any derivatives or modifications thereof); provided, that each Party shall be free to exercise its rights as provided in Section 9.1.8.
End of Research Term. Subject to Sections 5.13(b), the Research Term shall end on the expiration of the Fifth Contract Year.
End of Research Term. At the end of the Research Term for each Project, this Agreement will terminate automatically on a Project-by-Project basis if Astellas has not designated at least one (1) Development Compound to be taken forward in the relevant Project, unless the Parties mutually agree at least thirty (30) days prior to the expiration of such Research Term to continue the research for a specified additional period of time and agree on all relevant matters relating to such extension including the Parties’ respective rights and obligations with regard to the ongoing research, a Research Budget for such ongoing research and the Parties’ respective monetary obligations with regard to such Research Budget.
End of Research Term. At the end of the Research Term (or, with respect to clauses (a), (d) and (e) in this Section 1.9, the earlier termination of the Core Research Program), (a) neither Ionis nor Biogen will have an obligation to perform any activities under the Core Research Program or the Neurological Disease Research Program, (b) the High Interest Target List (including the ALS Targets) will be dissolved, and any Neurology Targets that have not been designated Collaboration Targets or Biogen Alternate Modality Targets will no longer be Neurology Targets under this Agreement, (c) Ionis’ obligations and Biogen’s rights under this Agreement with respect to such Neurology Targets and any ASOs targeting such Neurology Targets will then terminate, (d) to the extent not previously provided to Ionis during prior meetings of the Neurology II JRC, at Ionis’ reasonable request, Biogen will provide to Ionis any data generated under the Core Research Program and the Neurological Disease Research Program and licensed to Ionis under Section 4.3.4 and (e) to the extent not previously provided to Biogen during prior meetings of the Neurology JRC, at Biogen’s reasonable request, Ionis will provide to Biogen any data generated under the Core Research Program and the Neurological Disease Research Program and licensed to Biogen under Section 4.3.3. For clarity, the expiration of the Research Term will not affect Biogen’s rights or Ionis’ obligations with respect to Programs under this Agreement, including, in the case of Collaboration Programs, Ionis’ obligation under Section 1.10.1 to use Commercially Reasonable Efforts to identify a Development Candidate for each applicable Collaboration Program.
