Research Collaboration Agreement Sample Clauses

Research Collaboration Agreement. Xxxxxxxxx hereby acknowledges that it has received and reviewed the draft of the Research Collaboration Agreement dated December 31, 2023, and hereby agrees that, after giving effect to the provisions of this Letter, such draft complies with all applicable requirements of the Co-Exclusive License Agreement (including Section 2.3 and Article 8 thereof) and includes or references all terms, conditions, obligations and provisions of the Co-Exclusive License Agreement (giving effect to the provisions of this Letter) applicable to the Research Collaboration Agreement with which Novo Nordisk, its Affiliates and their respective Sublicensees are required to comply. Xxxxxxxxx further hereby acknowledges that Omega and Novo Nordisk are relying on this Letter and would not be entering into the Research Collaboration Agreement but for the acknowledgements and amendments agreed to by Xxxxxxxxx in this Letter. CERTAIN CONFIDENTIAL INFORMATION CONTAINED IN THIS DOCUMENT, MARKED BY “[***]”, HAS BEEN OMITTED BECAUSE IT IS BOTH (I) NOT MATERIAL AND (II) IS THE TYPE THAT THE REGISTRANT TREATS AS PRIVATE OR CONFIDENTIAL. Confidential Very truly yours, Acknowledged and Agreed: Xxxxxxxxx Institute for Biomedical Research Omega Therapeutics, Inc. By: /s/ Xxxxx XxXxxxx By: /s/ Xxxxxx Xxxxxxx Name: Xxxxx XxXxxxx Name: Xxxxxx Xxxxxxx Title: Director of Intellectual Property & Sponsored Programs Title: President and CEO CERTAIN CONFIDENTIAL INFORMATION CONTAINED IN THIS DOCUMENT, MARKED BY “[***]”, HAS BEEN OMITTED BECAUSE IT IS BOTH (I) NOT MATERIAL AND (II) IS THE TYPE THAT THE REGISTRANT TREATS AS PRIVATE OR CONFIDENTIAL. Confidential [Signature Page to Waiver, Confirmation and Agreement Letter Regarding Co-Exclusive License Agreement]
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Research Collaboration Agreement. May 3rd, 2018 - 1 For illustrative purposes only This sample contains terms representative of a basic Research Collaboration Agreement that includes material transfer provisions but any such agreement may''
Research Collaboration Agreement. Flagship hereby acknowledges that it has received and reviewed the draft of the Research Collaboration Agreement dated December 31, 2023, and hereby agrees that, after giving effect to the provisions of this Letter Agreement, such draft complies with all applicable requirements of the License Agreement and includes or references all terms, conditions, obligations and provisions of the License Agreement (giving effect to the provisions of this Letter Agreement) applicable to the Research Collaboration Agreement with which Novo Nordisk, its Affiliates (as defined in the Research Collaboration Agreement) and their respective Sublicensees (as defined in the Research Collaboration Agreement) are required to comply. Flagship hereby acknowledges and agrees that by consummating the Research Collaboration Agreement, notwithstanding anything to the contrary under the License Agreement, Company has met and will be deemed to have met all of its diligence obligations under Article 3 of the License Agreement for so long as Company and Novo Nordisk fulfill their respective obligations under the Research Collaboration Agreement, and Flagship will not exercise its rights under Section 2.7 of the License Agreement with respect to the Sub-Field that is the Field of the Research Collaboration Agreement. Flagship further hereby acknowledges that Company and Novo Nordisk are relying on this Letter Agreement and would not be entering into the Research Collaboration Agreement but for the acknowledgements and amendments agreed to by Flagship in this Letter Agreement.
Research Collaboration Agreement. 2.1 As soon as reasonably practicable after the Effective Date, the Parties shall commence good faith negotiations and endeavour to agree on the terms of the Research and Collaboration Agreement in respect of the further research and development of the Option Targets which shall be based on, and incorporate, the terms set out in Schedule 2. The Parties shall endeavour to reach agreement on the terms of such Research and Collaboration Agreement as soon as practicable and, in any event, prior to the [*] following the Effective Date and, if the Parties so agree to such terms, shall enter into such Research and Collaboration Agreement promptly following reaching agreement on such terms, but in no event prior to the Effective Date.
Research Collaboration Agreement. This Research Collaboration Agreement (the “Agreement”), effective as of , 20 (the “Effective Date”), is entered into by and between President and Fellows of Harvard College, a charitable corporation of Massachusetts having an office at Xxxxxxx X. and Xxxxx X. Xxxxx Campus Center, Suite 727, 0000 Xxxxxxxxxxxxx Xxxxxx, Xxxxxxxxx, Xxxxxxxxxxxxx 00000 (“Harvard”), and , a corporation, having an office at (“Company”). Harvard and Company each shall be referred to herein as a “Party” and together as the “Parties.”
Research Collaboration Agreement binding as varied Subject to the variations contained in this deed the parties confirm and ratify all of the provisions of the Funding Agreement which will remain in full force and effect and will be read and construed as if the terms of this variation agreement were inserted by way of addition or substitution. IN WITNESS the parties EXECUTE this variation agreement SIGNED ………………………………………. [Name: ] for and on behalf of in the presence of …………………………………… [Name of witness: ] SIGNED ……………………………………….. [Name: ] for and on behalf of SOUTH AUSTRALIAN GRAIN INDUSTRY TRUST in the presence of ……………………………………..

Related to Research Collaboration Agreement

  • Collaboration Agreement The Collaboration Agreement shall not have been terminated in accordance with its terms and shall be in full force and effect.

  • 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.

  • Collaboration We believe joint effort toward common goals achieves trust and produces greater impact for L.A. County’s youngest children and their families.

  • Development Agreement As soon as reasonably practicable following the ISO’s selection of a transmission Generator Deactivation Solution, the ISO shall tender to the Developer that proposed the selected transmission Generator Deactivation Solution a draft Development Agreement, with draft appendices completed by the ISO to the extent practicable, for review and completion by the Developer. The draft Development Agreement shall be in the form of the ISO’s Commission-approved Development Agreement for its reliability planning process, which is in Appendix C in Section 31.7 of Attachment Y of the ISO OATT, as amended by the ISO to reflect the Generator Deactivation Process. The ISO and the Developer shall finalize the Development Agreement and appendices as soon as reasonably practicable after the ISO’s tendering of the draft Development Agreement. For purposes of finalizing the Development Agreement, the ISO and Developer shall develop the description and dates for the milestones necessary to develop and construct the selected project by the required in-service date identified in the Generator Deactivation Assessment, including the milestones for obtaining all necessary authorizations. Any milestone that requires action by a Connecting Transmission Owner or Affected System Operator identified pursuant to Attachment P of the ISO OATT to complete must be included as an Advisory Milestone, as that term is defined in the Development Agreement. If the ISO or the Developer determines that negotiations are at an impasse, the ISO may file the Development Agreement in unexecuted form with the Commission on its own, or following the Developer’s request in writing that the agreement be filed unexecuted. If the Development Agreement is executed by both parties, the ISO shall file the agreement with the Commission for its acceptance within ten (10) Business Days after the execution of the Development Agreement by both parties. If the Developer requests that the Development Agreement be filed unexecuted, the ISO shall file the agreement at the Commission within ten (10) Business Days of receipt of the request from the Developer. The ISO will draft, to the extent practicable, the portions of the Development Agreement and appendices that are in dispute and will provide an explanation to the Commission of any matters as to which the parties disagree. The Developer will provide in a separate filing any comments that it has on the unexecuted agreement, including any alternative positions it may have with respect to the disputed provisions. Upon the ISO’s and the Developer’s execution of the Development Agreement or the ISO’s filing of an unexecuted Development Agreement with the Commission, the ISO and the Developer shall perform their respective obligations in accordance with the terms of the Development Agreement that are not in dispute, subject to modification by the Commission. The Connecting Transmission Owner(s) and Affected System Operator(s) that are identified in Attachment P of the ISO OATT in connection with the selected transmission Generator Deactivation Solution shall act in good faith in timely performing their obligations that are required for the Developer to satisfy its obligations under the Development Agreement.

  • Research Plan The Parties recognize that the Research Plan describes the collaborative research and development activities they will undertake and that interim research goals set forth in the Research Plan are good faith guidelines. Should events occur that require modification of these goals, then by mutual agreement the Parties can modify them through an amendment, according to Paragraph 13.6.

  • Research Program Term The Research Program shall be conducted during the period of five years commencing as of the Agreement Date ("Research Program Term"). Upon not later than seventy-five (75) days' prior written notice JT may, in its sole judgment, terminate the Research Program at the end of the third (3/rd/) year and fourth (4/th/) year of the Research Program. The RMC may terminate the Research Program any time during the Research Program Term if it unanimously determines the Research Program is no longer scientifically useful or that all potential Products would not be commercially viable. In case of such an early termination by JT or the RMC, JT shall be exempt from any payment(s) under Section 10(a) that would have become due and payable after the effective date of such early termination. Following any termination of the Research Program (i) that occurs simultaneously with the termination of this Agreement in accordance with Section 13 (i.e., no compound or Lead Compound has been designated previously a Collaboration Lead Compound in accordance with Section 3(b) and no Independent Lead Compound is being developed in accordance with Section 3(m)) or (ii) that is followed at some future date by the termination by JT of Development or co-promotion of any Collaboration Lead Compound and/or Product pursuant to Sections 3(l) or 5(c), respectively, or development of an Independent Lead Compound in accordance with Section 3(m) (A) any licenses granted by Tularik to JT will terminate, (B) JT will grant to Tularik an exclusive, sublicensable, worldwide license, to make, use and sell compounds, Collaboration Lead Compounds or Products under JT's interest in Program Patents and Program Know-How and (C) under the terms and conditions to be separately agreed, JT will also grant to Tularik a nonexclusive, sublicensable, worldwide license under any JT Patent Rights and Know-How to the extent necessary to practice the license granted under the Program Patents and Program Know-How in (B) (including, with respect to compounds, a limited number of JT's library compounds approved by JT); provided, however, that in the event the Research Program terminates but the Agreement has not terminated with respect to designated Collaboration Lead Compounds, Independent Lead Compounds and/or Products as provided in Section 2(g)(ii), Sections 2(g)(A), (B) and (C) shall apply only to those compounds, Collaboration Lead Compounds, Independent Lead Compounds and Products for which Development or co-promotion shall have been terminated and/or to those compounds or Lead Compounds that have not been designated previously a Collaboration Lead Compound in accordance with Section 3(b) or an Independent Lead Compound in accordance with Section 3(m); provided further that in the event that JT elects to pursue a Discontinued Compound or a Non-Proposed Compound on or before the first anniversary of the expiration or termination of the Research Program Term pursuant to Section 3(b)(iii) or 3(b)(iv), respectively, Sections 2(g)(A), (B) and (C) shall not apply to such Discontinued Compound or Non-Proposed Compound until such time as JT shall have terminated the Development or co-promotion of such Discontinued Compound or Non- Proposed Compound. Tularik will then be free to pursue clinical development and registration of such compounds, Lead Compounds and/or Products without obligation to JT except as provided in Section 4(f) or Section 5(c), as appropriate.

  • Research Program 2.1 University will use reasonable efforts to conduct the Research Program described in Attachment A which is hereby incorporated in full by reference (“Research Program”), and will furnish the facilities necessary to carry out said Research Program. The Research Program will be under the direction of _____________________ (“Principal Investigator”), or his or her successor as mutually agreed to by the Parties and will be con­ducted by the Principal Investigator at the University.

  • License Agreement The Trust shall have the non-exclusive right to use the name "Invesco" to designate any current or future series of shares only so long as Invesco Advisers, Inc. serves as investment manager or adviser to the Trust with respect to such series of shares.

  • Development Program A. Development activities to be undertaken (Please break activities into subunits with the date of completion of major milestones)

  • Research Term The Research Program will be carried out during the two (2) year period following the Effective Date, unless this Agreement is terminated in accordance with Article 13 (such period, as may be extended pursuant to this Section 3.2, being the “Research Term”). BMS shall have the option to extend the Research Term for three (3) additional one (1) year periods on a year-by-year basis after the initial two (2) year period. At least one hundred eighty (180) days prior to the scheduled expiration of the Research Term (i.e., the applicable anniversary of the Effective Date) BMS will provide Ambrx with a nonbinding, good faith indication of whether or not BMS intends to extend the Research Term. In order to exercise its option to extend the Research Term, BMS must provide Ambrx a written notice exercising BMS’ option to extend the Research Term at least ninety (90) days prior to the scheduled expiration of the Research Term (i.e., the applicable anniversary of the Effective Date). If BMS does not provide such written notice, the Research Term will end when scheduled (i.e., on the applicable anniversary of the Effective Date). For each extension of the Research Term, subject to Section 3.4, the JRC will prepare an update to the Research Plan which will include an updated Budget for the BMS-funded Ambrx FTEs to perform the work required under such Research Plan and the projected Third Party Costs.

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