Mutual Disclosure. Each Party hereto agrees to promptly furnish to each other Party hereto its public disclosures and filings not precluded from disclosure by Law including but not limited to call reports, Form 8-K, Form 10-Q and Form 10-K filings, Y-3 applications, reports on Form Y-6, quarterly or special reports to stockholders, Tax returns, Form S-8 registration statements and similar documents.
Mutual Disclosure. 2.1 When a staff member holding appointments in both the University and the Hospital makes or creates an Invention, he/she shall disclose it to one of the Parties, in accordance with the inventions and intellectual property policies of that Party. If the disclosure indicates that, in the process of creating the Invention, the individual used, in any way, facilities owned, operated or administered by the other Party and/or has received personal financial compensation from the other party and/or received funds from the other party that contributed to the direct costs of the project that resulted in the Invention, the Party to which the disclosure has been made will provide a copy of the disclosure to the other Party as soon as possible.
Mutual Disclosure. (a) Each Party hereto agrees, upon request from the other Party, to promptly furnish to each other Party hereto its public disclosures and filings not precluded from disclosure by Law including but not limited to call reports, Form 8-K, Form 10-Q and Form 10-K filings, Y-3 applications, reports on Form Y-6, quarterly or special reports to shareholders, Tax returns, Form S-4 and S-8 registration statements and similar documents;
Mutual Disclosure. Initially, ArQule will identify the Chemical Theme of each Mapping Array(TM) but not the structures of the individual ArQule Compounds in the Mapping Arrays. Monsanto may screen the Mapping Arrays(TM) against any Targets within the Field during the term of this Agreement. Initially, Monsanto will not disclose the Targets screened. If Monsanto detects any Active ArQule Compound in a Mapping Array(TM), ArQule will disclose (a) the structure of each Active ArQule Compound and (b) the structures, but not the locations in the Mapping Array(TM), of all other ArQule Compounds in the Mapping Array(TM) and Monsanto will disclose (a) the identity of the Target and (b) the level of activity. All such disclosed information shall be treated as Confidential Information by the receiving Party. Monsanto may subsequently request that the Research Committee designate such Active ArQule Compound and up to five Active Homologs thereof as a Licensed Compound. In such event, ArQule will promptly notify the Research Committee if, as of the date of such request, any such Active ArQule Compound or such Active Homolog thereof (i) has been licensed to a third party, (ii) is included in an existing ArQule Internal Discovery Program and ArQule has previously notified Monsanto of the inclusion of such compound in an ArQule Internal Discovery Program * Confidential information omitted and filed with the Commission.
Mutual Disclosure. Each of Xxxxx and Takeda shall promptly and fully disclose to the other in writing reasonably detailed written reports describing any Program Intellectual Property that may be Covered by Patent Rights, under the applicable U.S. patent laws, (whether to be owned jointly by the parties or solely by a party), regardless of the place of invention . Within [***] following the date of disclosure regarding the existence of Program Intellectual Property that may be Covered by Patent Rights, the parties shall mutually confirm the inventorship and ownership of the Program Intellectual Property in accordance with Section 2.2(b) and, in the case of the Joint Program Intellectual Property, the parties shall confer and mutually agree as to appropriate protection for such Joint Program Intellectual Property, including an application, preparation, prosecution and maintenance strategy. Notwithstanding the provisions of this Section 9.1(a), neither party shall file any Patent Right relating to Program Intellectual Property without prior written mutual confirmation of inventorship and ownership in accordance with the immediate previous sentence nor any Joint Patent Right relating to Joint Program Intellectual Property without the other party’s prior written consent (which shall not be unreasonably withheld, delayed or conditioned).
Mutual Disclosure. The NHL and NHLPA shall provide prompt, mutual disclosure in accordance with Exhibit 3 of any loan agreements with clubs outside North America, amateur tryout agreements and professional tryout agreements in their possession for the then current and prior season, both as they may relate to NHL Clubs and/or their AHL or other minor league affiliates.
Mutual Disclosure significance will be promptly disclosed to the other party at the earliest practicable time.
Mutual Disclosure. Initially, ArQule will identify the Chemical Theme of each Mapping Array™ but not the structures of the individual ArQule Compounds in the Mapping Array™. Wyeth-Ayerst may screen the Mapping Array™ against any Targets within the Field during the term of this Agreement and thereafter. Initially, Wyeth-Ayerst will not disclose the Targets screened. When Wyeth-Ayerst detects any Active ArQule Compound in a Mapping Array™, ArQule will initially disclose whether such Active Compound or Active Homolog thereto (i) is included within a Directed Array™ Program for a third party for development in the Field, (ii) is being optimized by a third party from a Mapping Array™ Program for development in the Field, (iii) is licensed by a third party for development in the Field, or (iv) is included in an existing ArQule Internal Discovery Program, in which case such Active ArQule Compound and such Active Homologs thereto may not be reserved as per Section 3.3 or designated as Licensed Compounds. If such Active ArQule Compound and Active Homologs may be reserved or designated as Licensed Compounds, ArQule will disclose (a) the structure of each Active ArQule Compound and (b) the structures, but not the locations in the Mapping Array™, of all Active Homologs thereto, and Wyeth-Ayerst will disclose (a) the identity of the Target and (b) the level of activity. All such disclosed information shall be treated as Confidential Information by both Parties. The Parties agree that all Active ArQule Compounds and Active Homologs thereto which exhibit significant functional activity against Targets shall, subject to the approval of the Research Committee, be submitted to the Directed Array™ Program under Section 4. Wyeth-Ayerst, at its discretion, may request that the Research Committee designate any such Active ArQule Compound and Active Homologs thereto as Licensed Compounds comprising a Licensed Compound Set if such Active ArQule Compound and Active Homologs are still available as Licensed Compounds. Subject to the foregoing, (a) ArQule shall notify the Research Committee that such Active ArQule Compound and Active Homologs thereto are properly designated as Licensed Compounds, and (b) provide Wyeth-Ayerst with the confirmed chemical composition, structure, purity information and location of all Active ArQule Compounds and Active Homologs thereto so designated as Licensed Compounds belonging to such Licensed Compound Set.
Mutual Disclosure. ArQule will promptly determine whether the Active Compounds identified by Sankyo in the Mapping Array Libraries are Available Compounds, and then promptly notify Sankyo of such determination. If any Active Compound is not an Available Compound, ArQule shall not disclose the structure and Sankyo shall have no rights under this Agreement with respect to that Active Compound. If an Active Compound is an Available Compound, ArQule shall reserve such Active Compound as an Available Compound to Sankyo under this Agreement, which means that ArQule [*****]. ArQule then shall disclose to Sankyo (i) the structure of such Available Compound correlated to its well location and (ii) upon request of Sankyo, the structures but not the locations of inactive ArQule Compounds in the same Mapping Array Library, and Sankyo shall disclose to ArQule (i) the identity of the Target and (ii) the level of activity. All such disclosed information shall be treated as Confidential Information by both Parties.
Mutual Disclosure. ArQule will promptly determine whether the Active Compounds identified by Sankyo in the Mapping Array Libraries are Available Compounds, and then promptly notify Sankyo of such determination. If any Active Compound is not an Available Compound, ArQule shall not disclose the structure and Sankyo shall have no rights under this Agreement with respect to that Active Compound. If an Active Compound is an Available Compound, ArQule shall reserve such Active Compound as an Available Compound to Sankyo under this Agreement, which means that ArQule shall not thereafter (i) license or otherwise commit that Active Compound to a third party or (ii) commit that Active Compound to an internal ArQule program as long as that Active Compound is under reservation by Sankyo. ArQule then shall disclose to Sankyo (i) the structure of such Available Compound correlated to its well location and (ii) upon request of Sankyo, the structures but not the locations of inactive ArQule Compounds in the same Mapping Array Library, and Sankyo shall disclose to ArQule (i) the identity of the Target and (ii) the level of activity. All such disclosed information shall be treated as Confidential Information by both Parties.
