Failure to Achieve POC Sample Clauses

The "Failure to Achieve POC" clause defines the consequences if a party does not successfully complete a Proof of Concept (POC) as required under the agreement. Typically, this clause outlines the criteria for POC success, the process for evaluating results, and the actions to be taken if the POC is not achieved, such as termination of the agreement or withholding of further obligations. Its core function is to provide a clear mechanism for both parties to address unmet expectations at an early project stage, thereby minimizing risk and preventing further investment in unsuccessful initiatives.
Failure to Achieve POC. In the event […***…] Licensed GT Product is the subject of a POC Trial, but fails to achieve Demonstration of Clinical POC (as determined pursuant to Section 2.11.4), at Bayer’s discretion and request, the Parties shall amend the Research Plan and Research Budget to add activities to identify and develop […***…] GT Product and conduct a POC Trial for such […***…] GT Product (the “Backup Product”) and as needed, extend the then-current Research Term to conduct such activities. Such Backup Product, upon completion of its POC Trial, shall also become a Licensed GT Product, subject to the license grants set forth in Section 5.1, and the Parties shall determine if such Backup Product achieves Demonstration of Clinical POC pursuant to Section 2.11.4.