Common use of Substitute Targets Clause in Contracts

Substitute Targets. Prior to the […***…] anniversary of the Effective Date, either Party shall have the right to substitute up to […***…] of its Targets (each, a “Removed Target”) and replace each Removed Target with a new Target (each, a “New Target”); provided, that: (a) such proposed New Target is Available at the time written notice is received for substitution as required by this Section 3.2 (Substitute Targets); (b) the Preclinical Development of the Removed Target has been terminated prior to initiation of activities for CAR Design and Functional Validation under the applicable Preclinical Development Plan for such Removed Target; and (c) the Parties mutually agree to include the proposed Target as such New Target. The Party requesting to substitute a Removed Target shall provide the other Party with written notice of its intent to substitute a Removed Target, and the identity of the proposed New Target, and the other Party shall provide written notice within […***…] of receipt thereof as to whether such proposed New Target is Available. If all of the conditions in clause (a) through (c) have been met, then the list of Targets set forth in Section 3.1 (Target Selection) shall automatically be amended by substituting the New Target for the Removed Target. If such proposed New Target is not Available, then the requesting Party shall have the option to either (i) propose another Target as the New Target (in which case the process outlined above would apply again, until a proposed New Target is approved), or (ii) terminate the Agreement with respect to such Removed Target. Notwithstanding the provisions of Section 8.1.3 (Preclinical Development Costs), […***…].