Substitute Targets. BMS shall have the right to substitute and replace each Initial Collaboration Target with a new Target (such new target, a “Substitute Target”), subject to the Excluded Target Process set forth in Section 3.3(c). Any such replacement of an Initial Collaboration Target must [***]. In the case where BMS desires to replace an Initial Collaboration Target with a proposed Substitute Target, BMS shall inform CytomX, through the JRC, of BMS’ basis (and providing technical/scientific supporting information) for wanting to replace such Initial Collaboration Target. For clarity, BMS may designate a Substitute Target that is directed to any indication within the field of oncology (including immuno-oncology), including a Target intended for a Probody-drug conjugate program.
Substitute Targets. If, prior to the Option Exercise Date with respect to a particular Selected Target, AZ acting reasonably, forms the view that a compound meeting the Development Candidate Criteria will not be identified, then, upon written notice to Silence, AZ may substitute such Selected Target for a new Selected Target (a “Substitute Target”) provided that:
Substitute Targets. BMS shall have the right to substitute and replace each Initial Collaboration Target with a new Target (such new target, a “Substitute Target”), subject to the Excluded Target Process set forth in Section 3.3(c). Any such replacement of an Initial Collaboration Target must (x) occur prior to the commencement of a Clinical Trial of a Compound relating to such Initial Collaboration Target and in no case later than three (3) years after the Effective Date, and (y) be based on technical/scientific information relating to such Initial Collaboration Target (or a Compound relating to such Initial Collaboration Target), based upon which BMS reasonably determines that identification of a Compound(s) directed to such Initial Collaboration Target that would be suitable for clinical development will not be feasible. In the case where BMS desires to replace an Initial Collaboration Target with a proposed Substitute Target, BMS shall inform CytomX, through the JRC, of BMS’ basis (and providing technical/scientific supporting information) for wanting to replace such Initial Collaboration Target. For clarity, BMS may designate a Substitute Target that is directed to any indication within the field of oncology (including immuno-oncology), including a Target intended for a Probody-drug conjugate program.
Substitute Targets. Prior to the […***…] anniversary of the Effective Date, either Party shall have the right to substitute up to […***…] of its Targets (each, a “Removed Target”) and replace each Removed Target with a new Target (each, a “New Target”); provided, that:
(a) such proposed New Target is Available at the time written notice is received for substitution as required by this Section 3.2 (Substitute Targets);
(b) the Preclinical Development of the Removed Target has been terminated prior to initiation of activities for CAR Design and Functional Validation under the applicable Preclinical Development Plan for such Removed Target; and
(c) the Parties mutually agree to include the proposed Target as such New Target. The Party requesting to substitute a Removed Target shall provide the other Party with written notice of its intent to substitute a Removed Target, and the identity of the proposed New Target, and the other Party shall provide written notice within […***…] of receipt thereof as to whether such proposed New Target is Available. If all of the conditions in clause (a) through (c) have been met, then the list of Targets set forth in Section 3.1 (Target Selection) shall automatically be amended by substituting the New Target for the Removed Target. If such proposed New Target is not Available, then the requesting Party shall have the option to either (i) propose another Target as the New Target (in which case the process outlined above would apply again, until a proposed New Target is approved), or (ii) terminate the Agreement with respect to such Removed Target. Notwithstanding the provisions of Section 8.1.3 (Preclinical Development Costs), […***…].
Substitute Targets. If, at any point during the applicable Research Collaboration Term, Xxxxx determines, after consultation with the JSC, that it wishes to substitute a Target, whether from the Reserved Target list or otherwise, for a Selected Target, Xxxxx shall have the right to make such Target substitution within [***] following such determination by providing written notice to Dicerna of such substitution; provided that Xxxxx’x foregoing right to substitute a Target for a Selected Target shall not exceed [***] substitutions in total for cardiometabolic Selected Targets (i.e., that are Initially Named ***Text Omitted and Filed Separately with the Securities and Exchange Commission. Confidential Treatment Requested Under
Substitute Targets. (i) During the Substitution Period, BMS (through the JSC) shall have the right to substitute and replace each Designated Target with a Reserved Target (such new Target, a “Substitute Target”); provided that (A) such right may be exercised no more than [***] with respect to any given [***] Target or [***] Target, (B) subject to Section [***] and Section [***], such right may be exercised (1) no more than [***] with respect to a [***] Target if such [***] Target is [***] or (2) no more than [***] with respect to a [***] Target if [***], and (3) unless the Parties otherwise mutually agree, a given Designated Target that is an Oncology Target, Neurology Target or Immunology Target may only be substituted for a Reserved Target that is also designated as an Oncology Target, Neurology Target or Immunology Target (e.g., a Designated Target that is an Oncology Target can only be substituted for a Reserved Target that is designated as an Oncology Target). Any such replacement of a Designated Target must be based on one of the following reasons: [***].
(ii) In the case where a Party desires to replace an existing Designated Target with a Reserved Target, such Party shall provide written notice to the other Party, through the JSC, of (1) the Designated Target that such Party wishes to replace, (2) such Party’s basis (and providing technical/scientific supporting information) for wanting to replace such Designated Target, and (3) the identity of the Reserved Target that such Party proposes to become the Substitute Target. Within [***] after the date of such written notice, the JSC shall meet, consider and discuss in good faith the potential replacement of the Designated Target with the Reserved Target. If BMS determines that such Reserved Target should become a Substitute Target, then Schrödinger in consultation with BMS will prepare an initial draft of a Research Plan for such Reserved Target for review, revision and approval by the JSC, with the Research Plan expected to be similar in scope an effort as specified for each of the initial projects under the initial Research Plan, and such Reserved Target will become a “Substitute Target” and a “Designated Target,” in accordance with the procedure and at the time set forth in Section 3.3(d) and from and after the date on which the new Research Plan (including the Primary Activity, LO Criteria, LO Timeline and DC Criteria) for such new Designated Target is approved by the JSC hereunder, the replaced Designated Target sha...
Substitute Targets. Section 3.4(c)(i) is hereby deleted in its entirety and replaced with the following:
(i) During the Substitution Period, BMS (through the JSC) shall have the right to substitute and replace each [***] Target with a Reserved Target (such new Target, a “Substitute Target”); provided that (A) such right may be exercised no more than [***] with respect to any given Designated Target, (B) subject to Section [***], unless the Parties otherwise mutually agree, a given Designated Target that is an [***] Target, [***] Target or [***] Target may only be substituted for a Reserved Target that is also designated as an [***] Target, [***] Target or [***] Target (e.g., a Designated Target that is an [***] Target can only be substituted for a Reserved Target that is designated as an [***] Target). Any such replacement of a Designated Target must be based on one of the following reasons: [***].
Substitute Targets. If, during the Initial Term or any Extension Periods, Takeda determines there is insufficient progress toward identification of Lead Compounds in the Field, Takeda may propose, under a separate confidentiality agreement, a substitute target against which Takeda may screen the Compounds without paying any additional consideration. Within [***] days after receipt of Takeda's proposal, Array shall notify Takeda whether such substitute target may be pursued without a conflict with or breach of Array's existing agreements with Third Parties and that Array agrees to pursue such substitute target. Upon Takeda's receipt of Array's agreement to pursue such substitute target, (i) so much of the first sentence of Section 1.10 as reads [***] shall be replaced by the disease state and the identity of the substitute target, respectively. In the event that Array cannot pursue such substitute target proposed by Takeda, then Takeda shall propose another substitute target under this Section 2.7.
Substitute Targets. BMS shall have the right to substitute and replace (i) each Initial Collaboration Target and up to [***] of the Extension Targets [***], in accordance with the criteria set forth in clause (A) of this Section, and (ii) up to [***] of the Extension Targets in accordance with clause (B) of this Section, with a new Target (such new target, a “Substitute Target”), subject to the Excluded Target Process set forth in Section 3.3(c). Any such replacement of an Initial Collaboration Target must occur prior to the commencement of a Clinical Trial of a Compound relating to such Initial Collaboration Target and in no case later than three (3) years after the Effective Date. [***] Any such replacement also shall be based on technical/scientific information relating to such Initial Collaboration Target [***] (or a Compound relating to such Initial Collaboration Target [***], based upon which BMS reasonably determines that identification of a Compound(s) directed to such Initial Collaboration Target [***] that would be suitable for clinical development will not be feasible, [***]. In the case where BMS desires to replace an Initial Collaboration Target or Extension Target with a proposed Substitute Target, BMS shall inform CytomX, through the JRC, of BMS’ basis (and providing technical/scientific supporting information) for wanting to replace such Initial Collaboration Target or Extension Target. For clarity, BMS may designate a Substitute Target that is directed to any indication within the field of oncology (including immuno-oncology), including a Target intended for a Probody-drug conjugate program, provided that such selection shall not be deemed to expand the limits on Extension Targets set forth in Section 3.3(a)(c)(iv).
Substitute Targets. MKDG shall have the right, during the Substitution Period for each Initial Collaboration Target, to substitute such Initial Collaboration Target with a Substitute Target by providing written notice to C4T. Any such Substitute Target shall become a Collaboration Target, and such substituted Initial Collaboration Target shall cease to be a Collaboration Target, upon the earlier of (a) [***] after MKDG provides written notice to C4T of such proposed substitution or (b) approval of a Project Plan for such Substitute Target by the JSC. MKDG may only unilaterally substitute each Initial Collaboration Target [***]. If an Initial Collaboration Target is substituted with a Substitute Target, the Parties shall promptly prepare a new Project Plan (including an amended R&D Budget), for review and approval by the JSC, for such new Collaboration Target. For clarity, a new Collaboration Term shall become effective in relation to the Project for such new Collaboration Target. Effective upon any such substitution, the reversion of [***] in accordance with Section 12.2 shall apply with respect to the Initial Collaboration Target that was the subject of such substitution, and C4T shall be entitled to exercise the Option set forth in Article 12 with respect to such Initial Collaboration Target.
