Selected Antibody definition
Examples of Selected Antibody in a sentence
In addition to the foregoing, TeneoBio shall have the right to terminate this Agreement upon written notice to Licensee if Licensee seeks Regulatory Approval of or sells a Selected Antibody outside the Field, or otherwise pursues any commercial application of any Selected Antibody, CAR Product, or CAR Cell outside the Field (including the sale and marketing of Selected Antibodies as part of a kit or biomarker that is sold for research use only).
This Agreement will automatically terminate pursuant to Section 8.6 if the Selected Antibodies are not selected and the Selected Antibody License Fee paid within […***…] months after Licensee’s receipt of all materials, data and information that TeneoBio is obligated to provide under Section 2, or such longer period as the parties may agree in writing, such agreement not to be unreasonably withheld (the “Selection Period”).
At any time after its exercise of the Commercial Option for a particular Target, Licensee may elect to replace a Selected Antibody for such Target with a Delivered Antibody for such Target that is not at such time a Selected Antibody.
As between the parties, subject to the rights and licenses set forth herein, Licensee owns any CAR Cells derived from or containing any Selected Antibody and any CAR Products.
For example, if a milestone event is achieved by a CAR Product containing a CAR Cell that expresses a Selected Antibody directed toward Program Target A and Program Target B, and a milestone event is subsequently achieved by a CAR Product containing a CAR Cell that expresses a Selected Antibody directed toward Program Target A but not Program Target B, then a separate milestone payment will be due.
As between the Parties, Licensee will have the sole right to file, prosecute, maintain, defend and enforce patent applications and patents covering CAR Cells derived from or containing any Selected Antibody and CAR Products.
This Agreement will automatically terminate if, by the end of the Selection Period, Licensee has not both (a) selected the Selected Antibodies in accordance with Section 2, and (b) paid the Selected Antibody Fee.
Upon TeneoBio’s receipt of such election notice from Licensee, all rights in the replaced Selected Antibody shall revert to TeneoBio and such Selected Antibody will be deemed a Reverted Antibody subject to Section 5.7 below, and the newly selected Delivered Antibody will be deemed a Selected Antibody.
Promptly after receipt of such notice, if the applicable Delivered Antibody has not been licensed to a Third Party (and a Third Party has not been granted an option to license such Delivered Antibody) for use in a cell therapy product containing a cell expressing a chimeric antigen receptor including such antibodies, fragments, variants or modifications, Licensee may elect to replace a specific Selected Antibody with such Delivered Antibody by written notice to TeneoBio.
Licensee may elect not to disclose to TeneoBio the identity of up to […***…] of the Poseida Selected Targets (each, a “Blind Target”) upon providing such Blind Targets to TeneoBio; provided that Licensee shall disclose the identity of a Blind Target prior to exercising either (i) the Target Exclusivity Option for such Blind Target pursuant to Section 3 or (ii) the Commercial Option for a Selected Antibody directed to such Blind Target pursuant to Section 4, whichever occurs first.