Common use of Non-Field Discovery Rounds Clause in Contracts

Non-Field Discovery Rounds. (a) During the Exclusivity Period, Evogene shall have the right to conduct both Internal Non-Field Discovery Rounds and Third-Party Non-Field Discovery Rounds. Any Evogene Non-Project Hits identified through such Non-Field Discovery Rounds shall be deemed “Non-Field Hits.” Non-Field Hits identified through Internal Non-Field Discovery Rounds shall be deemed *** Confidential treatment has been requested for redacted portions of this exhibit. This copy omits the information subject to the confidentiality request. Omissions are designated as [***]. A complete version of this exhibit has been provided separately to the Securities and Exchange Commission. “Internal Non-Field Hits,” and Non-Field Hits identified through Third-Party Non-Field Discovery Rounds shall be deemed “Third-Party Non-Field Hits.” (b) During the Exclusivity Period, (i) Evogene shall have the right to license any Non-Field Hit to Third Parties for research purposes and for commercial exploitation outside the Monsanto Crops, and (ii) Evogene shall have the right to license any Non-Field Hit to Third Parties for research purposes and for commercial exploitation in the Monsanto Crops, provided that such Non-Field Hit has undergone [* * *] and has not met the [* * *] set forth in the Research Plan. For all purposes of this Section 4.2.2(b), [* * *] shall be excluded from the Monsanto Crops with respect to Non-Field Hits, that are identified by Evogene during Collaboration Year 6 and thereafter. For clarification, the Covered Vegetables, which were part of the “Monsanto Crops” until the 2011 Signing Date, shall be excluded from the Monsanto Crops for purposes of this Section 4.2.2(b), with respect to all Non-Field Hits identified by Evogene at any time after the Effective Date. (i) In the semi-annual reports that Evogene will provide to the Research Committee during the Exclusivity Period under Section 4.2.1, Evogene shall notify the Research Committee of any Internal Non-Field Hits that have met the [* * *] set forth in the Research Plan in the preceding semi-annual period, and will concurrently provide Monsanto with the respective [* * *] for such Internal Non-Field Hits. Thereafter each Internal Non-Field Hit that has met the [* * *] shall constitute a Collaboration Hit for all purposes of this Agreement, except that it shall not be subject to the Monsanto Diligence Obligations and shall not be included in any determination of Evogene’s compliance with the Evogene Diligence Obligations. (ii) Except as required by written agreements in effect prior to the Effective Date, Evogene shall not license or disclose to any Third Party for any reason, or file a patent application on, any Third-Party Non-Field Hits that have met the [* * *] set forth in the Research Plan. Additionally, Evogene shall have no obligation to license or to disclose such Third-Party Non-Field Hits to Monsanto. Promptly after Evogene identifies any such validated Third-Party Non-Field Hits, Evogene shall (i) take commercially reasonable steps to destroy all records (including archive records) of the existence, identity and characteristics of such validated Third-Party Non-Field Hits, and all test results and reports relating thereto, and (ii) instruct all of its personnel with knowledge of any such Third-Party Non-Field Hits that they are to conduct their work as if such Third-Party Non-Field Hits had never been identified. Annually during the Exclusivity Period, Evogene shall certify to Monsanto in writing its compliance with the requirements of this Section 4.2.2(b)(ii). *** Confidential treatment has been requested for redacted portions of this exhibit. This copy omits the information subject to the confidentiality request. Omissions are designated as [***]. A complete version of this exhibit has been provided separately to the Securities and Exchange Commission.

Non-Field Discovery Rounds. (a) During the Exclusivity Period, Evogene shall have the right to conduct both Internal Non-Field Discovery Rounds and Third-Party Non-Field Discovery Rounds. Any Evogene Non-Project Hits identified through such Non-Field Discovery Rounds shall be deemed “Non-Field Hits.” ”. Non-Field Hits identified through Internal Non-Field Discovery Rounds shall be deemed “Internal Non-Field Hits”, and Non-Field Hits identified through Third-Party Non-Field Discovery Rounds shall be deemed “Third-Party Non-Field Hits”. *** Confidential treatment has been requested for redacted portions of this exhibit. This copy omits the information subject to the confidentiality request. Omissions are designated as [***]. A complete version of this exhibit has been provided separately to the Securities and Exchange Commission. “Internal Non-Field Hits,” and Non-Field Hits identified through Third-Party Non-Field Discovery Rounds shall be deemed “Third-Party Non-Field Hits.” (b) During the Exclusivity Period, (i) Evogene shall have the right to license any Non-Field Hit to Third Parties for research purposes and for commercial exploitation outside the Monsanto Crops, and (ii) Evogene shall have the right to license any Non-Field Hit to Third Parties for research purposes and for commercial exploitation in the Monsanto Crops, provided that such Non-Field Hit has undergone [* * *] and has not met the [* * *] set forth in the Research Plan. For all purposes of this Section 4.2.2(b), [* * *] shall be excluded from the Monsanto Crops with respect to Non-Field Hits, that are identified by Evogene during Collaboration Year 6 and thereafter. For clarification, the Covered Vegetables, which were part of the “Monsanto Crops” until the 2011 Signing Date, shall be excluded from the Monsanto Crops for purposes of this Section 4.2.2(b), with respect to all Non-Field Hits identified by Evogene at any time after the Effective Date. (i) In the semi-annual reports that Evogene will provide to the Research Committee during the Exclusivity Period under Section 4.2.1, Evogene shall notify the Research Committee of any Internal Non-Field Hits that have met the [* * *] set forth in the Research Plan in the preceding semi-annual period, and will concurrently provide Monsanto with the respective [* * *] for such Internal Non-Field Hits. Thereafter each Internal Non-Field Hit that has met the [* * *] shall constitute a Collaboration Hit for all purposes of this Agreement, except that it shall not be subject to the Monsanto Diligence Obligations and shall not be included in any determination of Evogene’s compliance with the Evogene Diligence Obligations. *** Confidential treatment has been requested for redacted portions of this exhibit. This copy omits the information subject to the confidentiality request. Omissions are designated as [***]. A complete version of this exhibit has been provided separately to the Securities and Exchange Commission. (ii) Except as required by written agreements in effect prior to the Effective Date, Evogene shall not license or disclose to any Third Party for any reason, or file a patent application on, any Third-Party Non-Field Hits that have met the [* * *] set forth in the Research Plan. Additionally, Evogene shall have no obligation to license or to disclose such Third-Party Non-Field Hits to Monsanto. Promptly after Evogene identifies any such validated Third-Party Non-Field Hits, Evogene shall (i) take commercially reasonable steps to destroy all records (including archive records) of the existence, identity and characteristics of such validated Third-Party Non-Field Hits, and all test results and reports relating thereto, and (ii) instruct all of its personnel with knowledge of any such Third-Party Non-Field Hits that they are to conduct their work as if such Third-Party Non-Field Hits had never been identified. Annually during the Exclusivity Period, Evogene shall certify to Monsanto in writing its compliance with the requirements of this Section 4.2.2(b)(ii). *** Confidential treatment has been requested for redacted portions of this exhibit. This copy omits the information subject to the confidentiality request. Omissions are designated as [***]. A complete version of this exhibit has been provided separately to the Securities and Exchange Commission.

Non-Field Discovery Rounds. (a) During the Exclusivity Period, Evogene shall have the right to conduct both Internal Non-Field Discovery Rounds and Third-Party Non-Field Discovery Rounds. Any Evogene Non-Project Hits identified through such Non-Field Discovery Rounds shall be deemed “Non-Field Hits.” Non-Field Hits identified through Internal Non-Field Discovery Rounds shall be deemed “Internal Non-Field Hits,” and Non-Field Hits identified through Third-Party Non-Field Discovery Rounds shall be deemed “Third-Party Non-Field Hits.” *** Confidential treatment has been requested for redacted portions of this exhibit. This copy omits the information subject to the confidentiality request. Omissions are designated as [***]. A complete version of this exhibit has been provided separately to the Securities and Exchange Commission. “Internal Non-Field Hits,” and Non-Field Hits identified through Third-Party Non-Field Discovery Rounds shall be deemed “Third-Party Non-Field Hits.” (b) During the Exclusivity Period, (i) Evogene shall have the right to license any Non-Field Hit to Third Parties for research purposes and for commercial exploitation outside the Monsanto Crops, and (ii) Evogene shall have the right to license any Non-Field Hit to Third Parties for research purposes and for commercial exploitation in the Monsanto Crops, provided that such Non-Field Hit has undergone [* * *] and has not met the [* * *] set forth in the Research Plan. For all purposes of this Section 4.2.2(b), [* * *] shall be excluded from the Monsanto Crops with respect to Non-Field Hits, that are identified by Evogene during Collaboration Year 6 and thereafter. For clarification, the Covered Vegetables, which were part of the “Monsanto Crops” until the 2011 Signing Date, shall be excluded from the Monsanto Crops for purposes of this Section 4.2.2(b), with respect to all Non-Field Hits identified by Evogene at any time after the Effective Date. (i) In the semi-annual reports that Evogene will provide to the Research Committee during the Exclusivity Period under Section 4.2.1, Evogene shall notify the Research Committee of any Internal Non-Field Hits that have met the [* * *] set forth in the Research Plan in the preceding semi-annual period, and will concurrently provide Monsanto with the respective [* * *] for such Internal Non-Field Hits. Thereafter each Internal Non-Field Hit that has met the [* * *] shall constitute a Collaboration Hit for all purposes of this Agreement, except that it shall not be subject to the Monsanto Diligence Obligations and shall not be included in any determination of Evogene’s compliance with the Evogene Diligence Obligations. (ii) Except as required by written agreements in effect prior to the Effective Date, Evogene shall not license or disclose to any Third Party for any reason, or file a patent application on, any Third-Party Non-Field Hits that have met the [* * *] set forth in the Research Plan. Additionally, Evogene shall have no obligation to license or to disclose such Third-Party Non-Field Hits to Monsanto. Promptly after Evogene identifies any such validated Third-Party Non-Field Hits, Evogene shall (i) take commercially reasonable steps to destroy all records (including archive records) of the existence, identity and characteristics of such validated Third-Party Non-Field Hits, and all test results and reports relating thereto, and (ii) instruct all of its personnel with knowledge of any such Third-Party Non-Field Hits that they are to conduct their work as if such Third-Party Non-Field Hits had never been identified. Annually during the Exclusivity Period, Evogene shall certify to Monsanto in writing its compliance with the requirements of this Section 4.2.2(b)(ii). *** Confidential treatment has been requested for redacted portions of this exhibit. This copy omits the information subject to the confidentiality request. Omissions are designated as [***]. A complete version of this exhibit has been provided separately to the Securities and Exchange Commission.