Common use of Exclusive Collaboration Clause in Contracts

Exclusive Collaboration. Except as provided below, the Parties shall work exclusively with each other in the Field during the Research Program Term. The research and development program being conducted by JT as of the Agreement Date to discover and develop compounds having activity against Targets shall be included as part of the Research Program; provided, however, that JT shall not be required to contribute (i) compounds that [ * ]. During the Research Program Term, neither Party shall discuss the terms of, or enter into, an agreement with any Third Party relating to research, development or commercialization activities of products in the Field without the express prior unanimous written consent of the RMC, JDC or MC, respectively, except for the [ * ] Agreement and except as otherwise provided in this Agreement. During the Term (as defined in Section 13), except for [ * ], neither Party will develop or commercialize a product in the Field other than pursuant to this Agreement. The Parties shall discuss with each other any opportunity available to either Party to [ * ] that are known, at the time such Party becomes aware of such opportunity, to regulate one or more Targets. The Parties in good faith shall negotiate the terms on which any such [ * ] opportunity may be included in this Agreement. For the avoidance of doubt, the Parties agree that neither Party shall enter into any [ * ] unless mutually agreed by the Parties during such good faith negotiations. Tularik shall not enter into any agreement with any Third Party [ * ] regarding research involving [ * ] or the commercialization of [ * ] unless such agreement contains provisions [ * ] of the JT Territory comparable to those described in the highlighted sections of the letters dated October 9, 1998 and October 14, 1998 from Xxxxxxx X. Xxxxxxx to X. Xxxxxx attached hereto as Appendix F (the "Kiyose Letters").

Exclusive Collaboration. Except as provided below, the Parties shall work exclusively with each other in the Field during the Research Program Term. The research and development program being conducted by JT as of the Agreement Date to discover and develop compounds having activity against Targets shall be included as part of the Research Program; provided, however, that JT shall not be required to contribute (i) compounds that [ * ]. During the Research Program Term, neither Party shall discuss the terms of, or enter into, an agreement with any Third Party relating to research, development or commercialization activities of products in the Field without the express prior unanimous written consent of the RMC, JDC or MC, respectively, except for the [ * ] Agreement and except as otherwise provided in this Agreement. During the Term (as defined in Section 13), except for [ * ], neither Party will develop or commercialize a product in the Field other than pursuant to this Agreement. The Parties shall discuss with each other any opportunity available to either Party to [ * ] that are known, at the time such Party becomes aware of such opportunity, to regulate one or more Targets. The Parties in good faith shall negotiate the terms on which any such [ * ] opportunity may be included in this Agreement. For the avoidance of doubt, the Parties agree that neither Party shall enter into any [ * ] unless mutually agreed by the Parties during such good faith negotiations. Tularik shall not enter into any agreement with any Third Party [ * ] regarding research involving [ * ] or the commercialization of [ * ] unless such agreement contains provisions [ * ] of the JT Territory comparable to those described in the highlighted sections of the letters dated October 9, 1998 and October 14, 1998 from Xxxxxxx X. Xxxxxxx to X. Xxxxxx attached hereto as Appendix F (the "Kiyose Letters").