Excluded Target definition

Excluded Target means any Target as to which (a) ImmunoGen or an Affiliate of ImmunoGen is [***], (b) ImmunoGen has [***], or is [***], an [***] to a [***] under any [***] that are necessary or useful for the development, manufacture, use or sale of any compound or product that is [***] (a [***]), (c) ImmunoGen has [***] with a [***] that is in effect as of [***], that [***] ImmunoGen from [***] on the terms and conditions of this Agreement, or (d) [***] has retained any [***] under the terms of the [***]. For purposes of clarity, an Excluded Target as defined in clause (b) above shall include [***], even if the scope of such [***] is [***]. A Target shall be deemed an Excluded Target [***].

Excluded Target has the meaning set forth in Section 3.3(d).

Excluded Target means the targets (i) that are listed on Schedule 1.33 hereto, (ii) [**].

Examples of Excluded Target in a sentence

• If, [***], a Target on any Excluded Target List submitted by IGM [***] becomes available (i.e., is then not an IGM Reserved Target or an Excluded Target), IGM shall promptly ([***]) notify the Gatekeeper that such Target has become available.

• If, [***], any Sanofi Desired Target that was an IGM Reserved Target or an Excluded Target becomes an Available Target, the Gatekeeper shall [***] notify Sanofi that such Sanofi Desired Target is an Available Target [***].

• For purposes of clarity, an Excluded Target as defined in clause (b) above shall include [***], even if the scope of such [***] is [***].

• The Target Availability Request and Excluded Target List shall include [***].

• Arvinas will notify Pfizer in writing within [**] after the delivery of the Target Substitution Notice if the proposed Substitute Target is an Excluded Target.

More Definitions of Excluded Target

Excluded Target means a Target (i) that is listed on Exhibit 1.40 attached hereto (unless subsequently removed from such Exhibit by Arvinas in its sole discretion), (ii) that is subject to Third Party rights under any agreement entered into by Arvinas or its Affiliate that is in full force and effect, (iii) that is excluded from Arvinas’ rights under the Yale Agreement, [**], or if such achievement occurred prior to such period, Arvinas or its Affiliate is then committed in a board approved internal budget to pursue further development of such a PROTAC for its and/or its Affiliates’ own benefit, in each case of clauses (i), (ii), (iii), (iv) or (v), as of the time of Arvinas’ receipt of notice from Genentech pursuant to Section 2.10.2(b) regarding Genentech’s Expansion Notice or Substitution Notice, whichever is applicable, for such Target and as can be documented by reasonable proof by Arvinas. For purposes of determining the applicability of clause (v) above, Arvinas will measure the [**].

Excluded Target means any and all Retained Targets and Partnered Targets.

Excluded Target means *****.

Excluded Target means a protein target which NeoGenesis has committed to a Person (other than OGS) prior to such protein target being submitted by OGS to NeoGenesis pursuant to this Agreement. The designation of a target as an Excluded Target shall be made using the procedure described in Section 2.1(c).

Excluded Target means the targets (i) that are listed on Schedule 1.39 attached hereto, (ii) that are subject to Third Party rights under any agreement entered into by Arvinas or its Affiliate that is still in effect, (iii) that are identified in a term sheet or letter of interest from a Third Party that has been agreed to in writing by Arvinas or its Affiliate and not terminated as of the relevant time, or (iv) for which Arvinas has initiated any bona fide chemistry efforts at the lab bench on behalf of itself, its Affiliates or Third Parties, in each case before Arvinas’ receipt of notice from Bayer requesting such target as a Reserved Target or if the respective target is not a Reserved Target before Arvinas’ receipt of notice from Bayer requesting such target as a Collaboration Target, as shown by competent proof.

Excluded Target has the meaning set forth in Section 2.5.4(a).

Excluded Target means any Target that is, at a given point in time, an [***] Third Party Target or EXS Internal Target.