Common use of Mutual Disclosure Clause in Contracts

Mutual Disclosure. Initially, ArQule will identify the Chemical Themes of each Mapping Array(TM) but not the structures of the individual ArQule Compounds in the Mapping Arrays(TM). Sankyo may screen the Mapping Arrays(TM) against any Targets during the term of this Agreement and thereafter. Initially, Sankyo will not disclose the Targets screened. If Sankyo detects any Active ArQule Compound in a Mapping Array(TM), ArQule will disclose (a) the structure of each Active ArQule Compound and (b) the structures, but not the locations in the Mapping Array(TM), of all other ArQule Compounds in the Mapping Array(TM) and Sankyo will disclose (a) the identity of the Target and (b) the level of activity. All such disclosed information shall be treated as Confidential Information by both Parties. Sankyo shall submit each such Active ArQule Compound to the Directed Array(TM) Program pursuant to Section 4. Sankyo, at its discretion, may request that the Steering Committee designate any such Active ArQule Compound and Active Homologs thereto as Licensed Compounds comprising a Licensed Compound Set if such Active ArQule Compound and Active Homologs are still available as Licensed Compounds. * Subject to the foregoing, (a) ArQule shall notify the Steering Committee that such Active ArQule Compound and Active Homologs thereto are properly designated as Licensed Compounds, and (b) provide Sankyo with the confirmed chemical composition, structure, purity information and location of all Active ArQule Compounds and Active Homologs thereto so designated as Licensed Compounds belonging to such Licensed Compound Set.

Mutual Disclosure. Initially, ArQule will identify the Chemical Themes Theme of each Mapping Array(TM) Array™ but not the structures of the individual ArQule Compounds in the Mapping Arrays(TM)Array™. Sankyo Wyeth-Ayerst may screen the Mapping Arrays(TM) Array™ against any Targets within the Field during the term of this Agreement and thereafter. Initially, Sankyo Wyeth-Ayerst will not disclose the Targets screened. If Sankyo When Wyeth-Ayerst detects any Active ArQule Compound in a Mapping Array(TM)Array™, ArQule will initially disclose whether such Active Compound or Active Homolog thereto (i) is included within a Directed Array™ Program for a third party for development in the Field, (ii) is being optimized by a third party from a Mapping Array™ Program for development in the Field, (iii) is licensed by a third party for development in the Field, or (iv) is included in an existing ArQule Internal Discovery Program, in which case such Active ArQule Compound and such Active Homologs thereto may not be reserved as per Section 3.3 or designated as Licensed Compounds. If such Active ArQule Compound and Active Homologs may be reserved or designated as Licensed Compounds, ArQule will disclose (a) the structure of each Active ArQule Compound and (b) the structures, but not the locations in the Mapping Array(TM)Array™, of all other ArQule Compounds in the Mapping Array(TM) Active Homologs thereto, and Sankyo Wyeth-Ayerst will disclose (a) the identity of the Target and (b) the level of activity. All such disclosed information shall be treated as Confidential Information by both Parties. Sankyo shall submit each such The Parties agree that all Active ArQule Compound Compounds and Active Homologs thereto which exhibit significant functional activity against Targets shall, subject to the approval of the Research Committee, be submitted to the Directed Array(TM) Array™ Program pursuant to under Section 4. SankyoWyeth-Ayerst, at its discretion, may request that the Steering Research Committee designate any such Active ArQule Compound and Active Homologs thereto as Licensed Compounds comprising a Licensed Compound Set if such Active ArQule Compound and Active Homologs are still available as Licensed Compounds. * Subject to the foregoing, (a) ArQule shall notify the Steering Research Committee that such Active ArQule Compound and Active Homologs thereto are properly designated as Licensed Compounds, and (b) provide Sankyo Wyeth-Ayerst with the confirmed chemical composition, structure, purity information and location of all Active ArQule Compounds and Active Homologs thereto so designated as Licensed Compounds belonging to such Licensed Compound Set.