Common use of Decision Period Clause in Contracts

Decision Period. Upon receipt by AgrEvo of Genotyping Results for a particular Crop pursuant to Section 3.3 and written notice thereof from Lynx, AgrEvo shall have ninety (90) days (the "Decision Period") to evaluate the Genotyping Results in good faith and determine whether the Genotyping Results are valuable to AgrEvo. If AgrEvo believes the Genotyping Results are valuable, AgrEvo will so notify Lynx in writing and pay Lynx the Technology Licensing Fee prior to the expiration of the Decision Period. If AgrEvo does not believe the Genotyping Results for a particular Crop delivered to date are sufficiently valuable to justify payment of the Technology Licensing Fee and the Decision Period has not expired, AgrEvo may order [ * ] additional Genotyping Experiments for the particular Crop, and the Decision Period will be extended until ninety (90) days after AgrEvo's receipt of the Genotyping Results for the particular Crop from such additional Genotyping Experiments. This process of ordering additional Genotyping Experiments and the resulting extension of the Decision Period may be repeated during the Collaboration Term until the Decision Period has expired without AgrEvo having ordered additional Genotyping Experiments or paid the Technology Licensing Fee. Except as otherwise specified in this Section 5.5, the Parties shall jointly own the Genotyping Results, and each Party shall make all appropriate assignments and take all other actions reasonably necessary to give effect to the ownership interest of the other Party. Prior to and during the Decision Period, neither Party will use such Genotyping Results for any purpose not explicitly permitted under this Agreement or license such Genotyping Results or any Intellectual Property associated with such Genotyping Results to any Third Party, without the written consent of the other Party. In addition, prior to the expiration of the Decision Period, AgrEvo shall have the sole right to prosecute, maintain, protect and enforce any Intellectual Property associated with such Genotyping Results, in the name of both Parties and at its expense. Lynx will provide reasonable assistance to AgrEvo, at AgrEvo's expense, in obtaining and managing the prosecution, protection and enforcement of Intellectual Property associated with such Genotyping Results. [ * ] = CERTAIN CONFIDENTIAL INFORMATION CONTAINED IN THIS DOCUMENT, MARKED BY BRACKETS, HAS BEEN OMITTED AND FILED SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSION PURSUANT TO RULE 24b-2 OF THE SECURITIES EXCHANGE ACT OF 1934, AS AMENDED.