Research Diligence. The common objective of the parties is to identify Development Candidates as soon as practicable for worldwide development and marketing under the terms of this Agreement. Vertex will work diligently and use all reasonable efforts, consistent with prudent business judgment, to identify Development Candidates and to commence the development of those Development Candidates as Drug Product Candidates. Vertex will dedicate to the Research Program at least that level of staffing referenced in Section 4.1 hereof, and expects to employ an optimal combination of experience and training in the CF Field.
Research Diligence. Each party shall initiate its performance of the Research Program promptly and shall continue with at least the same care and diligence with which it conducts its internal research.
Research Diligence. In respect of each Exclusive Research License, Miragen shall use Diligent Efforts, either directly or, subject to the terms of Section 2.1, through one or more Sublicensees, to Discover and research Miragen Compounds and conduct pre-clinical development of one Product per Target [*] prior to IND Acceptance for a Product Targeting such Target [*] under such Exclusive Research License, including by maintaining and utilizing sufficient resources and facilities to perform such activities and using personnel with sufficient skills, experience and in such number as may be reasonably required to accomplish efficiently and expeditiously its objectives under such Exclusive Research License in good scientific manner and in compliance in all material respects with all applicable laws. Santaris’ sole remedy with respect to any breach of the diligence obligations set forth in this Section 2.5 shall be termination of the Exclusive Research License granted to Miragen with immediate effect with respect to the Existing Target for which Miragen has breached its diligence obligations set forth in this Section 2.5 in accordance with Section 8.2 and all other applicable effects of such termination set forth or referred to in Section 8.5. The Parties acknowledge and agree that Miragen has used Diligent Efforts in compliance with this Section 2.5 as of the Restatement Date.
Research Diligence. Each of Myogen and NIBRI shall work diligently and shall use commercially reasonable efforts to fulfill its respective obligations under the Research Plan and any Work Plan.
Research Diligence. The common objective of the parties is to identify Development Candidates as soon as practicable for selection by NOVARTIS as Drug Product Candidates and for worldwide development and marketing under the terms of the License Agreement. VERTEX will work diligently and use all reasonable efforts, consistent with prudent business judgment, to identify Development Candidates for acceptance by NOVARTIS as Drug Product Candidates. VERTEX intends to dedicate to the Research Program at least that level of staffing referenced in Section 3.2 hereof, and expects to employ an optimal combination of experience and training in the Field. As a matter of corporate strategy, VERTEX has chosen to dedicate a significant amount of its overall research efforts to work in the Field, and will not change that overall strategy during the term of the Research Program without prior notice to and approval by NOVARTIS.
Research Diligence. Predix will work diligently and use reasonable efforts, consistent with prudent business judgment, to accomplish the goals of the Research Programs. Predix will dedicate to the Research Programs at least that level of staffing referenced in Section 3.1 hereof, and expects to employ an appropriate combination of experience and training in the CF Field.
Research Diligence. Vertex shall work diligently and shall use all reasonable efforts, consistent with prudent business judgment, to discover Project Compound(s) with the objective of producing a compound or compounds which meet the Drug Product Criteria as soon as practicable. Vertex will promptly notify Lilly if it should determine that any such research is not feasible or commercially justifiable, and will outline in reasonable detail the reasons therefor [*]. [*] but otherwise Vertex's staffing decisions will be made at the discretion of Vertex's management, subject to the other applicable provisions of this Agreement. [*].
Research Diligence. Each of Myogen and NIBRI shall work diligently and shall use commercially reasonable efforts to fulfill its respective obligations under the Research Plan and any Work Plan. In connection therewith and subject to the intellectual property ownership provisions contained in this Agreement, NIBRI shall make available such NIBRI Compounds as may be reasonably necessary to carry out the purposes hereof and Myogen shall make available such Myogen Compounds as may be reasonably necessary to carry out the purposes hereof. Each of NIBRI and Myogen shall further make available all data and information regarding such Compounds that are reasonably necessary for the parties to carry out the purposes of the collaboration and as reasonably required for achievement of collaboration milestones, including, without limitation, chemical structure, testing data, pharmacokinetic data, selectivity data, SAR data, toxicological data and potency data (including potency data versus target, target isoforms and other related targets) relating to such Compounds. In addition, during the term of this Agreement and pursuant to the Research Plan, NIBRI shall provide medicinal chemistry and other drug discovery services relating to lead compound characterization such as determination of physicochemical properties, cytotoxicity measurements, hERG channel activity, and determination of biopharmaceutical properties as is reasonably necessary for the parties to carry out the purposes of the collaboration and as reasonably required for achievement of collaboration milestones. Consistent with the terms of this Agreement, each party shall use commercially reasonable efforts to obtain intellectual property protection, including U.S. and worldwide patent protection, for inventions within the Field of this Agreement.
Research Diligence. Hybridon shall use commercially reasonable efforts to fulfill its obligations under the Research Program and Research Plan. Novartis shall use commercially reasonable efforts, similar to those used by Novartis or its Affiliates in the research and development of other products of Novartis or its Affiliates that are of similar commercial potential and at a similar stage of research or development, to fulfill its obligations under the Research Plan and the Research Program.
Research Diligence. Predix will [*********************************************************** *******], to accomplish the goals of the Research Programs. Predix will dedicate to the Research Programs at least that level of staffing referenced in Section 3.1 hereof, and expects to employ an appropriate combination of experience and training in the CF Field.
