Research Program Clause Samples

Research Program. The Research Program shall be conducted in the Field pursuant to a detailed Research Plan as set forth in Appendix A ("Research Plan"). The Parties shall commence the Research Program promptly upon the Agreement Date.

Research Program. 3.1 UNIVERSITY shall maintain and perform, but not necessarily complete, the Research Program during the Participation Period. PARTICIPANT understands that such Research Program is long term and may have been in existence prior to this Agreement and may continue beyond the end of the Participation Period. 3.2 PARTICIPANT shall support the Research Program as set forth herein and shall accrue certain rights as hereinafter defined to patents and technology developed in performance of research under this Agreement during the Participation Period. 3.3 The Research Program shall be administered through UNIVERSITY'S Office of Sponsored Projects and shall be under the direction of ▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇ (hereinafter called "Principal Investigator") or his designated successor. The Principal Investigator shall be free to choose at his sole discretion any Research Topic(s) within the field of the Research Program ("Research Topic"). Any Research Topic shall be described and attached hereto as Appendix A at such time as such topic is chosen. PARTICIPANT shall have the right to suggest topics in which it is interested. The manner of performance of any particular Research Topic under the Research Program shall be determined by the principal investigator for such topic. UNIVERSITY does not guarantee specific results or success of any research under the Research Program. 3.4 UNIVERSITY will keep accurate financial and scientific records relating to the Research Program and will make such records available to PARTICIPANT or its authorized representative during normal business hours upon reasonable notice. 3.5 UNIVERSITY shall not apply funds provided by PARTICIPANT to research supported by non-participants in this Research Program unless the rights and obligations of PARTICIPANT and non-participants to this Research Program are consistent with the rights granted to PARTICIPANT hereunder.

Research Program. (a) During the term of the Research Program (as set forth below), the parties shall collaborate with respect to a research program, as described on Exhibit C attached hereto (the “Research Program”). The Research Program may be amended from time to time by mutual agreement of the parties, and any such revised Research Program shall be set forth in writing and attached hereto as Exhibit C. No material deviation in the subject matter or scope of the Research Program shall be made without the mutual written agreement of both parties. The term of the Research Program shall commence on the Effective Date and terminate on the second anniversary of the Effective Date, subject to extension on mutually agreeable terms and conditions *** Certain information on this page has been omitted and filed separately with the Securities and Exchange Commission. Confidential treatment has been requested with respect to the omitted portions (b) by agreement of the parties; provided, however, that the Research Program shall terminate effective upon any termination of this Agreement in accordance with Section 9. (c) Corixa shall keep Introgen reasonably informed as to the progress and results of the Research Program, including without limitation, submitting to Introgen biannual written reports within thirty (30) days of the end of each calendar half year summarizing the research and results obtained therefrom during the prior six (6) month period relating to the research in connection with the Research Program. Without limiting the foregoing, Corixa shall promptly notify Introgen in writing of all discoveries and inventions developed during the Research Program and, with respect to such discoveries or inventions, either file a patent application at Introgen’s expense in accordance with Article 12 below or authorize and cooperate fully to permit Introgen to do so. It is understood and agreed that Corixa shall expend the funds paid to Corixa by Introgen under Section 4.3 solely to conduct the Research Program, subject to Section 9.4 below.

Research Program. The term “Research Program” shall mean the research program to be undertaken by TSRI under the direction and control of the Principal Investigator as expressly set forth on Exhibit A hereto.

Research Program. 2.1 University will use reasonable efforts to conduct the Research Program described in Attachment A which is hereby incorporated in full by reference (“Research Program”), and will furnish the facilities necessary to carry out said Research Program. The Research Program will be under the direction of _____________________ (“Principal Investigator”), or his or her successor as mutually agreed to by the Parties and will be con­ducted by the Principal Investigator at the University. 2.2 Sponsor understands that University’s primary mission is education and advancement of knowledge with benefit to society, and consequently the Research Program will be designed to carry out that mission. The manner of performance of the Research Program shall be determined by the Principal Investigator. University does not guarantee specific results, and the Research Program will be conducted only on a reasonable efforts basis. 2.3 Sponsor understands that University may be involved in similar re­search on behalf of itself and others. University shall be free to continue such research provided that it is conducted separately from the Research Program hereinafter defined, and Sponsor shall not gain any rights via this Agreement to such other research. 2.4 University does not guarantee that any patent rights will result from the Research Program, that the scope of any patent rights obtained will cover Sponsor’s commercial interests, or that any such patent rights will be free of dominance by other patents, including those based upon inventions made by other inventors in The University of Texas System independent of the Research Program. 2.5 In the event that physical deliverables or samples are exchanged between the parties, such exchanges shall be made pursuant to the provisions of Attachment C, Materials Transfer, which is attached hereto and is hereby incorporated in full by reference.

Research Program. Subject to the terms and conditions of this Agreement, ARCHEMIX hereby grants to MERCK and its Affiliates a non-exclusive, royalty-free, worldwide license during the Research Program Term, including the right to subcontract as provided in Section 8.5, under Licensed Technology and Licensed Patent Rights, for the sole purpose of conducting MERCK Research Activities in the Research Program.

Research Program. Subject to the terms and conditions herein, KOSAN hereby agrees to conduct the RESEARCH PROGRAM in collaboration with RWJPRI with a goal of discovering, identifying and synthesizing LICENSED COMPOUNDS for DEVELOPMENT by RWJPRI into one or more PRODUCTS for commercialization by ORTHO, an AFFILIATE or SUBLICENSEE.

Research Program. 2.1 University will use reasonable efforts to conduct the research as described in Attachment A (“Research Program”), incorporated herein by this reference, and will furnish the facilities necessary to carry out said Research Program. The Research Program will be under the direction of _____________________ (“Principal Investigator”), or his or her successor as mutually agreed to by the Parties and will be con­ducted by the Principal Investigator at the University. 2.2 Sponsor understands that University’s primary mission is education and advancement of knowledge with benefit to society, and consequently the Research Program will be designed to carry out that mission. The manner of performance of the Research Program shall be determined by the Principal Investigator. University does not guarantee specific results and the Research Program will be conducted only on a reasonable efforts basis. 2.3 Sponsor understands that University may be involved in similar re­search on behalf of itself and others. University shall be free to continue such research provided it is conducted separately from the Research Program and Sponsor shall not gain any rights via this Agreement to such other research. 2.4 University does not guarantee that any patent rights will result from the Research Program, that the scope of any patent rights obtained will cover Sponsor’s commercial interests, or that any such patent rights will be free of dominance by other patents, including those based upon inventions made by other inventors in The University of Texas System. 2.5 In the event that physical deliverables or samples are exchanged between the Parties, such exchanges shall be made pursuant to the provisions of Attachment C, Materials Transfer, attached hereto and made a part hereof by this reference.

Research Program. During the Research Term, the Parties will collaborate in carrying out a research program to discover and preclinically Develop Compounds suitable for further clinical Development for human therapeutic uses (the “Research Program”). The Research Program will be carried out in accordance with the Research Plan. The Research Program will initially focus on discovery and preclinical work for lead Compounds. The Research Program will also include activities directed toward the discovery and preclinical Development of Compounds that are backups or alternatives to such lead Compounds. The objective of the Research Program will be to identify one or more Compounds for BMS to advance into human Clinical Trials and ultimately Commercialize as Products. The Research Program will be conducted by each Party in good scientific manner, and in compliance with all applicable good laboratory practices, and applicable legal requirements, to attempt to achieve efficiently and expeditiously the objectives of the Research Program. Each Party will comply with all Applicable Laws in the performance of work under this Agreement. Each Party shall use reasonable efforts to ensure that its Affiliates and Third Party contractors (as applicable) perform any activities under the Research Program in good scientific manner and in compliance in all material respects with the requirements of Applicable Law. Each Party will maintain laboratories, offices and all other facilities at its own expense and risk necessary to carry out its responsibilities under the Research Program pursuant to the Research Plan. Each Party agrees to make its employees reasonably available at their respective places of employment to consult with the other Party on issues arising during the performance of the Research Program. BMS and Ambrx will cooperate with each other in carrying out the Research Program.