Research Collaboration. 3.7.1 Aarvik shall carry out the activities of each Work Item and deliver the required Data Package and/or deliverables in accordance with the applicable SOW. Without limiting the generality of the foregoing, Aarvik shall, in accordance with the applicable SOWs and the timeline approved by JRC, apply the Aarvik IP to (i) design and synthesize Collaboration Compounds, and (ii) by itself or through subcontractor(s), [***]. During the Research Term, if any Party identifies any Third Party Patent or Know-How that is necessary or reasonably useful for any activity under the SOWs but has not been included in the Aarvik IP, then such Party shall immediately inform the other Party and the Parties shall discuss in good faith the need of obtaining a license from such Third Party.
3.7.2 No later than [***] ([***]) days after completion of the [***], Aarvik shall, to the extent not already provided to ArriVent, deliver the Data Packages and all other deliverables required under the [***], as well as the results of the Patentability and FTO Analysis as described in Section 3.2.3, to ArriVent. ArriVent shall have the sole discretion to decide whether or not to advance any Collaboration Compound and which Collaboration Compound(s) will be advanced for further studies beyond the [***]. ArriVent shall inform Axxxxx of its decision in writing. If AxxxXxxx decides to advance the Collaboration Program to [***], ArriVent shall make the payment for the [***] pursuant to Section 6.2.1.
3.7.3 If, upon completion of the [***] for the Collaboration Program, AxxxXxxx decides not to advance the Collaboration Program to [***], ArriVent may terminate the Collaboration Program. If AxxxXxxx decides to advance the Collaboration Program to [***], ArriVent shall make the payment for the [***] pursuant to Section 6.2.1.
3.7.4 No later than [***] ([***]) days after completion of the [***], Aarvik shall, to the extent not already provided to ArriVent, deliver all Data Packages and deliverables required under the [***] to ArriVent. ArriVent shall have the sole discretion to decide whether or not to advance any Collaboration Compound and which Collaboration Compound(s) will be advanced for further studies beyond the [***]. ArriVent shall inform Axxxxx of its decision in writing.
3.7.5 No later than [***] ([***]) days after completion of the [***], Aarvik shall, to the extent not already provided to ArriVent, deliver all Data Packages and deliverables required under the [***] to ArriVent.
3.7.6 W...
Research Collaboration. Upon FibroGen’s request, the Parties will discuss conducting a research program funded by AstraZeneca and directed toward franchise enhancement and lifecycle management for HIF Compounds or other topics that the Parties determine relevant to the Products and the Field. Upon agreement on the terms of such research program, the Parties will enter into a separate agreement or amend this Agreement accordingly.
Research Collaboration. (a) GSK hereby grants to Anacor a non-exclusive, non-royalty bearing license under the GSK IP, solely as and to the extent necessary or important to conduct activities for which Anacor is responsible under the Research Plans during the Research Collaboration Term.
(b) Anacor hereby grants to GSK a non-exclusive, non-royalty bearing license under the Anacor IP, solely as and to the extent necessary or important to conduct activities for which GSK is responsible under the Research Plans during the Research Collaboration Term.
Research Collaboration. 2.1 BDSI will provide to ***** soy-derived phosphatidylserine at its cost to manufacture the product. ***** will provide at least one process-sensitive ingredient, as well as manufacturing facilities and personnel to encochleate the process-sensitive ingredient with instruction and know how from BDSI and to incorporate the encochleated process-sensitive ingredient into a finished `food product.
2.2 BDSI and ***** will jointly conduct the Research Plan ("RP") outlined in Appendix A.
2.3 will pay all reasonable expenses associated with the RP as outlined in Appendix B.
Research Collaboration. Subject to the terms and conditions set forth herein, University hereby agrees to use its best efforts to collaborate with XYZ in pursuing the Research Project and undertake its own responsibilities set forth in Schedule 2, provided that XYZ shall perform its own responsibilities set forth in Schedule 2.
Research Collaboration. GIT and <INSERT Abbreviated Name of Int’l School/Entity HERE> will initiate collaborative activities contingent upon successful negotiation and execution of appropriate agreements at a later date, which shall outline the terms and conditions applicable to each activity, and as GIT is permitted under U.S. export laws and regulations, and as <INSERT Abbreviated Name of Int’l School/Entity HERE> is permitted under its country’s laws. The Parties understand and agree that the Georgia Tech Research Corporation (GTRC) is a cooperative organization of GIT and shall enter into any research agreements on behalf of GIT. Joint research projects may be explored by appropriate faculty members with the approval of the Parties according to the established procedures at each institution.
Research Collaboration. LKS will defend, indemnify and hold harmless RBS, its Affiliates and licensors and their employees, agents, officers, trustees, shareholders and directors and each of them (the "RBS Indemnified Parties") from and against any and all third party claims, causes of action and costs (including reasonable attorney's fees) of any nature made or lawsuits or other proceedings filed or otherwise instituted against the RBS Indemnified Parties resulting from or arising out of LKS' activities under the Research Collaboration or out of the research, testing, handling, storage, or use of any chemical agents by LKS, its employees, agents or Affiliates (other than those claims which result from the gross negligence or willful misconduct of an RBS Indemnified Party); provided, however, that no indemnification from LKS shall be applicable under this Section with respect to a claim or loss related to Products liability except as set forth in Section 9.1.2 below.
Research Collaboration. Subject to the terms and conditions of this Agreement Lilly and SGX will use commercially reasonable efforts to conduct the Research Collaboration in accordance with the Research Plan. It is acknowledged that in furtherance of the Research Collaboration, SGX commenced certain research activities prior to the Effective Date. SGX will commit a total of at least [...***...] FTEs to the Research Collaboration during the period between March 26, 2003 and the [...***...] anniversary of the Effective Date, with a minimum of [...***...] FTEs being used between March 26, 2003 and the [...***...] anniversary of the Effective Date.
Research Collaboration. The Research Collaboration shall be carried out in accordance with the Research Collaboration Plan, as detailed in Exhibit A, as may be amended from time to time by the Steering Committee during the Research Term. The Research Term shall begin on the Effective Date and end December 31, 2005, unless earlier terminated pursuant to Article XII ("Research Term"). The Research Term may be amended by the Parties consistent with the terms of the Agreement.
Research Collaboration. 3.1 GTC undertakes to use all reasonable efforts to perform the tasks assigned to it according to the Research Plan.
3.2 For the purpose of the Research Collaboration , the parties shall establish:
a A JOINT MANAGEMENT COMMITTEE responsible for the management and coordination of the Research Collaboration consisting of two representatives of senior management from each party. The chairman will be designated by ASTRA from among the four representatives. Decisions will be taken by majority vote except that in the case of a deadlock the Chairman shall cast the deciding vote. Material changes in the Research Plan shall be subject to the approval of the Joint Management Committee. In the event the Joint Management Committee shall approve a change of direction and/or scope of the Research Collaboration and such change would in the absence of additional funding have an adverse economic impact upon GTC, the parties agree to negotiate in good faith an increase in the funding to be provided hereunder by ASTRA so as to avoid such adverse economic impact upon GTC and GTC shall not be required to incur any additional expense until such agreement is in place.
b A JOINT RESEARCH COMMITTEE responsible for the day to day activities consisting of three representatives from each party with the possibility to call in additional members on an ad hoc basis. In case it is not possible to reach consensus, the issue will be decided by the Joint Management Committee.
3.3 During the term of this Agreement, GTC shall not, * , without ASTRA's prior written consent given at its own discretion. However, GTC may search and otherwise access all its databases including Helicobacter spp and utilize information with respect thereto in its other research programs provided (i) GTC * and (ii) * .
3.4 ASTRA has disclosed to GTC prior to the execution of this Agreement certain ongoing research collaborations with third parties involving Helicobacter spp. ASTRA may enter into further collaborations related to Helicobacter spp with other parties and GTC is prepared to collaborate with such parties, reasonably acceptable to GTC, on behalf of ASTRA.
