Development Phases. Aurora will design and develop the UHTSS in accordance with the following development phases ("Development Phases"), as more fully described in Exhibit 1.1 hereto. Aurora will develop and install the deliverables ("Deliverables") contemplated by each such Development Phase (all such Deliverables for a Development Phase comprising a "Module") not later than the dates set forth below (each such date referred to as a "UHTSS Target Delivery Date"): iii) It is understood and agreed that BMS' input on the design and use of such Modules is an essential element of this collaboration, and the parties will cooperate to ensure that such input is solicited and provided on a timely basis. The parties will cooperate in integrating such Modules and the Deliverables developed under each Development Phase into the then current BMS high throughput screening environment until such time as the UHTSS is fully completed and installed at BMS, and Aurora will provide BMS with assistance and support in the use and maintenance of such Modules and Deliverables in such environment without additional charge (other than the payments otherwise due under this Agreement). Aurora will further provide onsite transfer of the Aurora UHTSS Technology to BMS personnel during the installation and Acceptance Testing of each Module to be delivered hereunder to assure BMS' ability to fully operate and maintain the UHTSS and such Modules. In addition, within a reasonable time after the Effective Date, Aurora will schedule training classes, including course materials, for BMS personnel with respect to the use of the Aurora UHTSS Technology. The number of such individuals as shall be jointly determined by BMS and Aurora, but shall be a number sufficient to allow for BMS to effect rapid scale-up in its use of the Aurora UHTSS Technology. If more individuals need to be trained than can be reasonably accommodated in the first training session, the parties will jointly schedule additional sessions as reasonably necessary. Each party will bear its own costs in connection with such training sessions. All such Modules and other Deliverables to be sold by Aurora and purchased by BMS hereunder shall be subject to the terms and conditions of this Agreement, and the parties hereby agree that the terms and conditions of this Agreement shall ***CONFIDENTIAL TREATMENT REQUESTED
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Sources: Collaborative Research and License Agreement (Aurora Biosciences Corp), Collaborative Research and License Agreement (Aurora Biosciences Corp), Collaborative Research and License Agreement (Aurora Biosciences Corp)