Optioned Compound definition
Examples of Optioned Compound in a sentence
Such assistance shall also include a paper manufacturing technology transfer in which NGM provides Merck or its designee with all documents and records, whether in paper or electronic form (and including all batch records, master batch records and SOPs) in NGM’s or its Affiliate’s or CMO’s possession that are reasonably necessary to manufacture the Optioned Product and/or Optioned Compound according to the then current specifications.
Such assistance shall include, at Merck’s request, the supply to Merck or its designee of GMP Optioned Products and Optioned Compounds and at a cost equal to NGM’s fully allocated cost of goods sold, as consistently calculated, for such supplied Optioned Product or Optioned Compound (as applicable).
For avoidance of doubt: The Step-Down Formula pursuant to this Section 7.1.2 shall be applied only once to a given Optioned Compound.
The Parties agree and acknowledge that Felicitex may undertake Development and Commercialization not only with regard to the Optioned Compounds most advanced as of the Effective Date, but that Felicitex may proceed with the Development and Commercialization of any other Optioned Compound for which a Patent with a Valid Claim Covering the Development, Manufacture or Commercialization of such given Optioned Compound may be filed several months after the Effective Date.
As soon as Felicitex becomes aware that any of the milestone events outlined below has been achieved with respect to an Optioned Compound or Product, Felicitex shall promptly inform Selvita about such occurrence.
Upon expiration of the Tail Period, any Tail Compounds/Targets that (i) have not been optioned by Merck in accordance with Article 5 (including such Tail Compounds as may be deemed to have been optioned by Merck by way of qualifying as a Related Compound to an Optioned Compound) or (ii) Merck is not using Commercially Reasonable Efforts to develop (other than through NGM) shall become Non-Qualifying Compounds and Non-Qualifying Targets, with rights to the same accruing to NGM as set forth above.
Merck may grant sublicenses of the license under Sections 5.4.1 and 5.4.2 to any Affiliate at any time; provided, however, in the case of a sublicense of the license under Section 5.4.2 that such Affiliate has a received sublicense of the license under Section 5.4.1 in accordance with this Section 5.4.3 with respect to the applicable Optioned Compound or Optioned Product.
In the event that Roche declines or fails to exercise its right to obtain the License, ArQule shall be free to license or grant any rights to a Third Party with respect to any Potential Optioned Compound or Optioned Compound in the Field or otherwise.
After transition of manufacturing to Roche as contemplated in the preceding paragraph, Roche shall supply either by itself or through a Third Party at its own cost all of its clinical supply of Optioned Compound, Product and placebo.
During the Original Research Program and following exercise of the first Merck Option with respect to an Optioned Compound, the Parties established a joint development committee to oversee the conduct of the Development of Optioned Compounds and Products.