Common use of Assigned Activities Clause in Contracts

Assigned Activities. Notwithstanding anything to the contrary in this Agreement and any assignment or decision by the JRC or JDC, as applicable, with respect to the following, at any time during the Term, (a) CELGENE may accept or reject any activities assigned or allocated to it in any Research Plan in its sole discretion; (b) CELGENE may accept or reject any activities assigned or allocated to it on any Development Plan, in its sole discretion, prior to Achievement of Proof of Concept for a Compound (including Licensed Compound) or Licensed Product in the applicable Development Program; and (c) either Party may accept or reject any activities assigned or allocated to it on any Development Plan, in its sole discretion, after Achievement of Proof of Concept for a Compound (including Licensed Compound) or Licensed Product in the applicable Development Program; provided that, such rejecting Party may not refuse to (y) conduct any activities it previously agreed to conduct in the applicable Development Plan, and (z) pay its share of the Development Costs as otherwise provided in this Agreement.

Assigned Activities. Notwithstanding anything to the contrary in this Agreement and any assignment or decision by the JRC or JDC, as applicable, with respect to the following, at any time during the Term, (a) CELGENE may accept or reject any activities assigned or allocated to it in any Research Plan in its sole discretion; (b) CELGENE may accept or reject any activities assigned or allocated to it on any Development Plan, in its sole discretion, prior to Achievement CELGENE’s exercise of Proof of Concept for a the applicable Phase 1 Option related to such Compound (including Licensed Compound) or Licensed Product in the applicable Development Program; and (c) either Party may accept or reject any activities assigned or allocated to it on any Development Plan, in its sole discretion, after Achievement CELGENE’s exercise of Proof of Concept for a the applicable Phase 1 Option related to such Compound (including Licensed Compound) or Licensed Product in the applicable Development Program; provided that, such rejecting Party may not refuse to (y) conduct any activities it previously agreed to conduct in the applicable Development Plan, and (z) pay its share of the Development Costs as otherwise provided in this Agreement.