Example ContractsClausesAdditional Targets
Additional Targets
Additional Targets contract clause examples

. During the Research Term, Lilly shall have the right to name up to ​ to be included as Lilly Targets for Research under this Agreement (“Additional Targets”). Lilly may exercise such right ​ during the Research Term by providing written notice to [[Merus:Organization]], through the JSC, of the identity of the Additional Target, provided that Lilly may not name any Unavailable Target as an Additional Target. ​

Terminated Targets. In the event this Agreement is terminated with respect to a particular Research Program, then the Lilly Target and Lilly Target Pair that is the subject of each such Research Program shall be “Terminated Target(s)”, and each Product and any Compound contained in such Product that was directed against such Terminated Target(s) shall be designated a “Terminated Product” or “Terminated Compound” (as the case may be). If this Agreement is terminated in its entirety, all Lilly Targets and Lilly Target Pairs shall be Terminated Targets and all Products shall be Terminated Products and all Compounds shall be Terminated Compounds. Upon designation of a Target as a Terminated Target: # the Target shall cease to be a Lilly Target and the Parties shall conclude the Research Program with respect to such Terminated Target (if not already concluded) in an orderly manner (as determined by the JSC and at the cost of Lilly); # Lilly’s obligations to pay Milestone Payments or Royalties on Products in respect of that Terminated Target shall cease (except to the extent payable prior to the date thereto); # Lilly shall cease all its activities under this Agreement in relation to all Terminated Compounds and Terminated Products, and # all licenses granted by [[Merus:Organization]] to Lilly under this Agreement shall terminate. In addition, if this ​ Certain information in this document has been omitted as the information is not material and would be competitively harmful if publicly disclosed.

. Promptly following the Effective Date, by and through the Gatekeeper process described in [Section 3.5] below, the Parties shall identify up to ​ as Targets to be reserved under this Agreement (the “Reserved Targets”). Lilly may maintain a maximum of ​. During ​, unless otherwise agreed by Lilly in writing, [[Merus:Organization]] may not, directly or indirectly, either alone or with or through one (1) or more Third Parties # engage in ​ subject to any rights granted under any Existing Third Party Agreement that have been notified to Lilly in accordance with Section 6.2, ​; or # collaborate or enter into any arrangement with, or work for the benefit of, any Third Party in connection with ​ any Reserved Target in combination with [[Unknown Identifier]] (alone or with another Target, i.e., a multispecific) or subject to any rights granted under any Existing Third Party Agreement ​. Upon the earlier of the expiration of ​, any Reserved Target that has not been selected by Lilly ​ Certain information in this document has been omitted as the information is not material and would be competitively harmful if publicly disclosed.

Extension Targets. BMS shall have the right to add up to five (5) additional Targets to the collaboration (each such target, an “Extension Target”). Any such Extension Target must be selected by BMS ​ by notice to CytomX. Each of the Extension Targets shall be in the field of oncology (including immuno-oncology), unless otherwise agreed in writing by CytomX. BMS shall have the right to request CytomX to generate Probodies which can be used and further developed as: # Probodies or Probody drug conjugates and/or # Probody-containing bi-specifics, including T-cell engaging bi-specifics and/or # ​ (with each of (A), (B) and (C) being referred hereafter as a “Modality”) for the Extension Targets. CytomX shall retain the right to delay the commencement of activities under the Preclinical Plan (as updated) with respect to any Extension Target if such Extension Target is selected within ​ of any other Extension Target, such that activities for the newly selected Extension Target do not begin within such ​ period.

Excluded Targets. Prior to the Effective Date, the Parties acknowledge that ​.

Additional Gene-Editing Targets. [[Nkarta:Organization]] shall, during the period commencing on the Effective Date and ​ (the “Designation Term”), have the right to designate, in accordance with this Article 4, up to ​ (“Additional Gene-Editing Targets”) for inclusion in the Target Pool for [[Nkarta:Organization]] to Research, Develop and Commercialize [[Nkarta:Organization]] Products. For the avoidance of doubt, any such gene-editing target shall be ​.

Additional Targets. During the period prior to the ​ anniversary of the Effective Date (the “Target Selection Period”), BMS shall have the right to select a total of up to ​ Targets (in addition to the Initial Target) as Collaboration Targets under this Agreement (each, an “Additional Target”), which Target(s) may be a Reserved Target or any other Target that is Available, as determined in accordance with the gatekeeper process set forth in [Section 2.3.3]. Notwithstanding the foregoing, if BMS does not select ​ Additional Targets prior to the ​ anniversary of the Effective Date, but designates a Reserved Target ​, ​, during the ​ period prior to the ​ anniversary of the Effective Date, then the Target Selection Period will end on the later of the ​ anniversary of the Effective Date or ​ after the date such Reserved Target ​ is first designated by BMS pursuant to [Section 2.3.2]. ​.

. Until the expiration of ​ (the “Replacement Period”), Lilly shall have the right to replace ​ with a replacement Target (each, a “Replacement Target”); provided that Unavailable Targets shall not be eligible to be selected by Lilly as Replacement Targets. Lilly may exercise such right ​ by providing written notice to [[Merus:Organization]], through the JSC, of the identity of the Replacement Target as well as the Lilly Target to be replaced (such target, the “Replaced Target”). ​ For clarity, # Lilly may at its discretion and subject to the process set forth in this [Section 3.3], ​, subject to the ​ limit in the aggregate across all Research Programs, # all rights in Replaced Targets shall revert to [[Merus:Organization]], and the licenses to Lilly with respect to Collaboration Compounds arising from such Research Program shall not include any rights with respect to such Replaced Targets, and # a Replacement Target that replaces an Initial Target or Additional Target may itself be eligible to be replaced by a Replacement Target at any time during the Replacement Period, provided that ​.

Substitute Targets. BMS shall have the right to substitute and replace # 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 # 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, ​to be determined by the JRC prior to the commencement of work by CytomX to produce a Probody to such Extension Target; provided that ​than has been previously achieved by CytomX with respect to a Collaboration Target pursuant to this Agreement. 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, Substitute Targets shall be in the field of oncology (including immuno-oncology), including a Target intended for a Probody-drug conjugate program, unless otherwise agreed in writing by CytomX. CytomX shall retain the right to delay the commencement of activities under the Preclinical Plan (as updated) with respect to any Substitute Target if such Substitute Target is selected ​ of any other Extension or Substitute Target, such that activities for the newly selected Substitute Target do not begin within such ​ period.

Collaboration Targets. [Sections 3.3(c)(iv), 3.3(c)(vi) and 3.3(d)])])] are hereby deleted in their entirety and replaced with the following:

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