Common use of Effective Date Deliveries by CuraGen Clause in Contracts

Effective Date Deliveries by CuraGen. CuraGen shall deliver to TopoTarget on the Effective Date at a location designated by TopoTarget, all originals or, where applicable, CuraGen’s copy of the following items, documents and information, it being understood that such delivery may be made in electronic form: (i) all Product Technical Information set forth on Schedule 5.1(b)(i); (ii) all documentation and data relating to the Regulatory Trials, including all case reports forms, safety databases, interim reports and final study reports, and data formats, structures and dependencies for such data relating to the Regulatory Trials, provided that any such documentation or data that is contained in a database provided by a Third Party licensor of CuraGen prior to the Effective Date may be delivered in a form that requires a licensed copy of the applicable database, which database shall not be assigned by CuraGen to TopoTarget; (iii) all laboratory notebooks in the Control of CuraGen and its Affiliates relating to Patents contained in the CuraGen Collaboration Technology and the Joint Collaboration Technology, and all patent prosecution files (including all correspondence with prosecution counsel and patent offices) relating to such Patents; (iv) all tangible embodiments of Products containing HDAC Inhibitors Controlled by CuraGen or its Affiliates as of the Effective Date, including those described on Schedule 2.1(e) hereto (v) the Authorizations described on Schedule 2.1(d); and (vi) the Contracts described on Schedule 2.1(h). Notwithstanding the foregoing, in the event that information described above relates both to HDAC Inhibitors, on the one hand, and to other products or businesses of CuraGen and its Affiliates, on the other hand, and cannot be segregated in a reasonable manner that preserves the usefulness of the information as it relates to HDAC Inhibitors or other products or businesses, CuraGen shall not be required to deliver original documents or other materials but shall be required (and shall be required to cause its Affiliates) to provide copies of such documents and other materials containing this information to TopoTarget on the Effective Date. In instances where copies are provided to TopoTarget, TopoTarget and their Affiliates shall have reasonable access to the original documents and other materials under circumstances where copies of documents are insufficient for evidentiary or regulatory purposes and CuraGen covenants and agrees, on behalf of itself and its Affiliates to provide TopoTarget with a true and accurate list of all the original documents retained by CuraGen and its respective Affiliates.