Retained Target definition

Retained Target means any target that Merck and NGM have mutually agreed in writing will not be researched in the course of the Full Research Program Term.
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Retained Target has the meaning set forth in Section 3.1.7.
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Examples of Retained Target in a sentence

  • The Retained Target Shares will represent 9.9% of the shares of Target Common Stock issued and outstanding immediately prior to the Effective Time.

  • None of the rights of the Retained Target Founders hereunder shall be transferable except as otherwise provided by law.

  • For all purposes under this Agreement, "Voluntary Termination" shall mean termination of a Retained Target Founder's employment with Acquirer by a notice to Acquirer from Retained Target Founder stating that such Retained Target Founder is electing to terminate his employment with Acquirer.

  • The Retained Target Founders agree to provide to the Escrow Agent certified tax identification numbers consisting of appropriate Forms W-9 (or Forms W-8, in the case of non-U.S. persons) and other forms and documents that the Escrow Agent may reasonably request (collectively, "TAX REPORTING DOCUMENTATION") to the Escrow Agent within 30 days after the date of such request.

  • During the Term, B&R shall provide MDA with access to each of the Retained Target Properties and related books and records during normal business hours and upon reasonable advance notice so that MDA may inspect such properties and associated tenants and leases in MDA’s reasonable discretion.

  • MDA shall have thirty (30) days after receipt of the Offer Notice to give written notice to B&R of its desire to purchase the applicable Retained Target Property for the Basic Terms stated in the Offer Notice (the “Offer”).

  • Any sale, transfer or assignment or other conveyance of any Retained Target Property not in compliance with the terms and provisions of this Agreement shall be null and void and of no force or effect.

  • Acquirer and the Retained Target Founders agree, jointly and severally, to pay to the Escrow Agent a fee according to the fee schedule attached as EXHIBIT C hereto and all of the expenses of the Escrow Agent, including expenses related to the indemnity provided in Section 9 hereof.

  • If the parties fail to agree on a successor Escrow Agent within such time, the Escrow Agent may, at the expense of Acquirer and the Retained Target Founders, petition any court of competent jurisdiction for the appointment of a successor Escrow Agent authorized to do business in the State of California and, in such event, shall give written notice to the other parties of such appointment.

  • This Right of First Refusal shall not apply to (i) conveyance of a security interest in the Retained Target Property to a mortgagee or (ii) transfer of the Retained Target Property to (a) a wholly-owned Subsidiary of B&R or (b) a successor to B&R by merger or consolidation of substantially all of the assets or stock of B&R and its Subsidiaries, in any case, provided that such Subsidiary or successor agrees in writing to be bound by the terms hereof.

Related to Retained Target

  • Collaboration Target means the Initial Collaboration Targets set forth on Exhibit F and any Additional Target or Substitute Target that is selected in accordance with Section 3.3 of this Agreement.

  • Soft Target means a target that will suffer minimum damage and cause minimum damage to the subject vehicle in the event of a collision.

  • Acquisition Target means any Person becoming a Subsidiary of the Company after the date hereof; any Person that is merged into or consolidated with the Company or any Subsidiary of the Company after the date hereof; or any Person with respect to which all or a substantial part of that Person’s assets are acquired by the Company or any Subsidiary of the Company after the date hereof.

  • KPI Target means the acceptable performance level for a KPI as set out in each KPI;

  • Sanctioned Target means any target of Sanctions, including (i) persons on any list of targets identified or designated pursuant to any Sanctions, (ii) persons, countries, or territories that are the target of any territorial or country-based Sanctions program, (iii) persons that are a target of Sanctions due to their ownership or control by any Sanctioned Target(s), or (iv) persons otherwise a target of Sanctions, including vessels and aircraft, that are designated under any Sanctions program.

  • Development Candidate means a Compound that meets the Development Candidate Criteria for the initiation of a Development Program for the treatment of CF, and which is the subject of a notice from Vertex to CFFT that Vertex intends to commence formal pre-clinical development of the Compound in the Field pursuant to the provisions of Section 3.1 hereof.

  • Product Candidate means each of MYO-101, MYO-102, MYO-103, MYO-201 and MYO-301, as defined on Exhibit B, in each case in any form or formulation.

  • Collaboration Compound means any of the following: (a) FG-4592, (b) any HIF Compound (other than FG-4592) that is added to this Agreement pursuant to Section 3.6, and (c) any salts, esters, complexes, chelates, crystalline and amorphous morphic forms, pegylated forms, enantiomers (excluding regioisomers), prodrugs, solvates, metabolites and catabolites of any of the foregoing ((a) or (b)).

  • Independent candidate means any candidate who claims not to be affiliated with a political party, and whose name has been certified on the office-type ballot at a general or special election through the filing of a statement of candidacy and nominating petition, as prescribed in section 3513.257 of the Revised Code.

  • Back-Up Compound means, with reference to any particular Development Candidate or Drug Product Candidate, a Compound which (a) has the same principal mode of action (i.e., Potentiator or Corrector) as that Development Candidate or Drug Product Candidate; and (b) was among the group of Compounds, identified by VERTEX as potential additional lead molecules having the same principal mode of action, from which the Development Candidate was selected.

  • Replacement Candidate means any Candidate Introduced by the Agency to the Client to fill the Engagement following the Introduction of another Candidate whose Engagement either did not commence or was terminated during the first 12 weeks of the Engagement;

  • Collaboration Product means any pharmaceutical product in finished form that contains a Collaboration Compound, either as the sole active ingredient or in combination with one or more other active ingredients, and all present and future formulations, dosages and dosage forms thereof.

  • Licensed Compound means [***].

  • Collaboration Patent Rights means Patent Rights claiming Collaboration Know-How.

  • EBITDA Target means the Company's projected earnings before interest, taxes, one-time transition expenses, non-cash compensation expense charges, depreciation and amortization, as contained in the Company's budget for the Applicable Period and which is approved by the Board (without reference to any adjustments or revision, upwards or downwards, to such projected earnings which are subsequently approved by the Board as part of any subsequent revision to such budget), and (ii) the term "Financial Results" shall mean the Company's EBITDA calculated by reference to the Company's financial statements for the Applicable Period as filed with the Securities and Exchange Commission (the "SEC").

  • Licensed Compounds means any EZH2 Compound(s) that is:

  • Lead Compound means any compound of lead other than galena which, when treated in the manner described below, yields to an aqueous solution of hydrochloric acid a quantity soluble lead compound exceeding, when calculated as lead monoxide, five percent of the dry weight of the portion taken analysis.

  • Collaboration IP means Collaboration Know-How and Collaboration Patents.

  • M2 Target Amount For any Distribution Date, an amount equal to the lesser of (a) the product of (1) 75.40% and (2) the Aggregate Pool Balance for such Distribution Date determined as of the last day of the related Collection Period and (b) the amount, if any, by which (1) the Aggregate Pool Balance for such Distribution Date determined as of the last day of the related Collection Period exceeds (2) the Overcollateralization Floor.

  • Collaboration Know-How means all Know-How and Materials discovered, created, conceived, developed or reduced to practice in the course of performing activities under the Collaboration Program (whether solely by one Party or jointly by the Parties, in each case with their Affiliates or any Third Parties or any employees, consultants or agents of any of the foregoing which perform activities under the Collaboration Program).

  • Program Patent Rights means any Patent Rights that are Controlled by one or both parties and that Cover any Program Technology or Program Materials. For clarification, such Program Patent Rights include the entire scope of all of the claims contained in such Patent Rights.