Common use of Principles of Project Management Clause in Contracts

Principles of Project Management. The Parties agree that in the process of exercising their responsibilities, the Project Management (consisting of the Project Manager and Project Leaders, as set forth herein) should have routine access to such information needed to assess progress under and costs of the eSAS 2 Development Program. Specifically, the Parties agree that the Project Leaders shall be invited to participate in all team meetings, and will have access to team meeting minutes, timecards and other expense records, except to the extent the Project Leader for the Party assigned principal responsibility under Section 2.5.3 of this eSAS 2 Addendum for an activity determines in its reasonable discretion that any such meetings or minutes contain confidential, proprietary information of the responsible Party. In such cases, the Project Manager shall (i) determine whether the Project Leader for the Party not having primary responsibility for the activity can attend all or a portion of such meeting, (ii) provide a copy of the meeting minutes to the Project Leader not having primary responsibility for the activity with such confidential, proprietary information redacted, and (iii) to the extent that such minutes had proprietary or confidential information redacted, inform the Project Leader not having primary responsibility of the general nature of any decisions made at such meeting which affect the PRD, SRS, Timeline or Budget; provided, however that the Project Manager may only redact information comprising Chiron intellectual property and know how or confidential business issues. Project Leaders will have access to non-confidential and non-proprietary information of the other Party necessary to perform their responsibilities under the eSAS 2 Development Program, including those listed under 2.4.4. Project Leaders will inform and coordinate all activities, including meetings with personnel involved in the performance of the eSAS 2 Development Program, with the Project Manager. The primary point of contact for the eSAS 2 Development Program at Chiron will be Chiron’s Project Manager, the primary point of contact at Gen-Probe will be Gen-Probe’s Project Leader. In order to maintain an efficient and orderly development the Parties will communicate through the primary points of contact as much as possible when requesting information concerning the progress of the eSAS 2 Development Program. Confidentiality will be maintained in accordance with Section 8.1 of the Agreement, and disclosure of any information under this Section 2.4.1 shall be governed by that certain Confidentiality and Joint Interest Agreement, by and between the Parties, dated as of October 30, 2001.

Principles of Project Management. The Parties parties agree that in the process of exercising their responsibilities, the Project Management (consisting of the Project Manager and Project Leaders, as set forth herein) should have routine access to such information needed to assess progress under and costs of the eSAS 2 WNV Development Program. Specifically, the Parties parties agree that the Project Leaders shall be invited to participate in all team meetings, and will have access to team meeting minutes, timecards Timecards and other expense records, except to the extent the Project Leader for the Party party assigned principal responsibility under Section 2.5.3 of this eSAS 2 West Nile Virus Addendum for an activity determines in its reasonable discretion that any such meetings or minutes contain confidential, proprietary information of the responsible Partyparty. In such cases, the Project Manager shall (i) determine whether the Project Leader for the Party party not having primary responsibility for the activity can attend all or a portion of such meeting, (ii) provide a copy of the meeting minutes to the Project Leader not having primary responsibility for the activity with such confidential, proprietary information redacted, and (iii) to the extent that such minutes had proprietary or confidential information redacted, inform the Project Leader not having primary responsibility of the general nature of any decisions made at such meeting which affect the PRDTimeline, SRS, Timeline Budget or BudgetInterim Events; provided, however that the Project Manager may only redact information comprising Chiron Gen-Probe intellectual property and know how or confidential business issues. Project Leaders will have access to non-confidential and non-proprietary information of the other Party party necessary to perform their responsibilities under the eSAS 2 WNV Development Program, including those listed under Section 2.4.4. Project Leaders will inform and coordinate all activities, including meetings with personnel involved in the performance of the eSAS 2 WNV Development Program, with the Project Manager. The primary point of contact for the eSAS 2 WNV Development Program at Chiron Gen-Probe will be Chiron’s Gen-Probe's Project Manager, the primary point of contact at Gen-Probe Chiron will be Gen-Probe’s Chiron's Project Leader. In order to maintain an efficient and orderly development the Parties parties will communicate through the primary points of contact as much as possible when requesting information concerning the progress of the eSAS 2 WNV Development Program. Confidentiality will be maintained in accordance with Section 8.1 of the Agreement, and disclosure of any information under this Section 2.4.1 shall be governed by that certain Confidentiality and Joint Interest Agreement, by and between the Partiesparties, dated as of October 30, 2001.

Principles of Project Management. The Parties parties agree that in the process of exercising their responsibilities, the Project Management (consisting of the Project Manager and Project Leaders, as set forth herein) should have routine access to such information needed to assess progress under and costs of the eSAS 2 Ultrio Development Program. Specifically, the Parties parties agree that the Project Leaders shall be invited to participate in all team meetings, and will have access to team meeting minutes, timecards Timecards and other expense records, except to the extent the Project Leader for the Party party assigned principal responsibility under Section 2.5.3 of this eSAS 2 Ultrio Addendum for an activity determines in its reasonable discretion that any such meetings or minutes contain confidential, proprietary information of the responsible Partyparty. In such cases, the Project Manager shall (i) determine whether the Project Leader for the Party party not having primary responsibility for the activity can attend all or a portion of such meeting, (ii) provide a copy of the meeting minutes to the Project Leader not having primary responsibility for the activity with such confidential, proprietary information redacted, and (iii) to the extent that such minutes had proprietary or confidential information redacted, inform the Project Leader not having primary responsibility of the general nature of any decisions made at such meeting which affect the PRDTimeline, SRS, Timeline Budget or BudgetInterim Events; provided, however that the Project Manager may only redact information comprising Chiron Gen-Probe intellectual property and know how or confidential business issues. Project Leaders will have access to non-confidential and non-proprietary information of the other Party party necessary to perform their responsibilities under the eSAS 2 Ultrio Development Program, including those listed under Section 2.4.4. Project Leaders will inform and coordinate all activities, including meetings with personnel involved in the performance of the eSAS 2 Ultrio Development Program, with the Project Manager. The primary point of contact for the eSAS 2 Ultrio Development Program at Chiron Gen-Probe will be Chiron’s Gen-Probe's Project Manager, the primary point of contact at Gen-Probe Chiron will be Gen-Probe’s Chiron's Project Leader. In order to maintain an efficient and orderly development the Parties parties will communicate through the primary points of contact as much as possible when requesting information concerning the progress of the eSAS 2 Ultrio Development Program. Confidentiality will be maintained in accordance with Section 8.1 of the Agreement, and disclosure of any information under this Section 2.4.1 shall be governed by that certain Confidentiality and Joint Interest Agreement, by and between the Partiesparties, dated as of October 30, 2001.