Common use of Mutual Disclosure Clause in Contracts

Mutual Disclosure. Initially, ArQule will identify the Chemical Theme of each Mapping Array(TM) but not the structures of the individual ArQule Compounds in the Mapping Arrays. Monsanto may screen the Mapping Arrays(TM) against any Targets within the Field during the term of this Agreement. Initially, Monsanto will not disclose the Targets screened. If Monsanto 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 Monsanto 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 the receiving Party. Monsanto may subsequently request that the Research Committee designate such Active ArQule Compound and up to five Active Homologs thereof as a Licensed Compound. In such event, ArQule will promptly notify the Research Committee if, as of the date of such request, any such Active ArQule Compound or such Active Homolog thereof (i) has been licensed to a third party, (ii) is included in an existing ArQule Internal Discovery Program and ArQule has previously notified Monsanto of the inclusion of such compound in an ArQule Internal Discovery Program * Confidential information omitted and filed with the Commission.

Mutual Disclosure. Initially, ArQule will identify the Chemical Theme of each Mapping Array(TM) Array™ but not the structures of the individual ArQule Compounds in the Mapping Arrays. Monsanto may screen the Mapping Arrays(TM) Arrays™ against any Targets within the Field during the term of this Agreement. Initially, Monsanto will not disclose the Targets screened. If Monsanto detects any Active ArQule Compound in a Mapping Array(TM)Array™, 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) Array™ and Monsanto 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 the receiving Party. Monsanto may subsequently request that the Research Committee designate such Active ArQule Compound and up to five Active Homologs thereof as a Licensed Compound. In such event, ArQule will promptly notify the Research Committee if, as of the date of such request, any such Active ArQule Compound or such Active Homolog thereof (i) has been licensed to a third party, (ii) is included in an existing ArQule Internal Discovery Program and ArQule has previously notified Monsanto of the inclusion of such compound in an ArQule Internal Discovery Program * Confidential information omitted pursuant to the terms of Section 3.2.6, or (iii) is included within a Directed Array™ Program for a third party, in which case such Active ArQule Compound or Active Homolog thereof may not be designated as a Licensed Compound. Unless (i) the Active ArQule Compound or Active Homolog thereof has been licensed to a third party in the Field, (ii) is included in an existing ArQule Internal Discovery Program and filed with ArQule has previously notified Monsanto of the Commissioninclusion of such compound in an ArQule Internal Discovery Program pursuant to the terms of Section 3.2.6, or (iii) is included within a Directed Array™ Program for a third party in the Field, the Research Committee shall designate such Active ArQule Compound and such Active Homologs thereof as a Licensed Compound. Monsanto may, by written notice to ArQule given within thirty (30) days of the determination by the Research Committee that any such Active ArQule Compound and such Active Homologs thereof should properly be designated as a Licensed Compound, elect to either (i) further develop any such Active ArQule Compound and such Active Homologs thereof itself or through a third party, or (ii) subject to the approval of the Research Committee, submit such Active ArQule Compound to the Directed Array™ Program under Section 3.3.