R&D Program Proposals. Subject to the remainder of this Section 2.3, at any time during the R&D Term, Merck may propose new R&D Programs by providing Moderna with written notice identifying for each such proposed new R&D Program, (i) the proposed R&D Program Pathogen, the proposed R&D Targets (and, if applicable, [***]), and (ii) if Merck is nominating a new R&D Program to replace an existing R&D Program, the R&D Program that is being replaced (each such notice, an “R&D Program Proposal”), provided that the number of concurrent R&D Programs in effect during the R&D Term may not exceed [***]. If an R&D Program Proposal submitted by Merck satisfies the requirements of this Section 2.3(a), Section 2.3(b) and Section 2.3(c), the proposed R&D Program will become an R&D Program hereunder. Any R&D Program that is being replaced by a new R&D Program will be a Discontinued Program hereunder.
