Improvements TT Term definition
Examples of Improvements TT Term in a sentence
During the Improvements TT Term and for [***] thereafter, if Merck exercises an Option with respect to any Option Improvements, Codexis shall make its Scientific Lead reasonably available to provide telephonic or web-based advisory technical support and assistance to Merck in Merck’s practice of the Platform Technology and such Option Improvements.
Subject to the terms and conditions of this Agreement, Codexis hereby grants to Merck [***] annual options, exercisable within the Improvements TT Term and [***] thereafter at Merck’s sole discretion in accordance with Section 3.5.2, to acquire the rights described in Section 3.5.3, which options shall be exclusive as to the Merck Exclusive Field and non-exclusive in the Merck Non-Exclusive Field (each, an “Option”).
GSK shall own any and all Arising GSK Process Technology, Arising GSK Process Technology IP, Arising Codexis Process Technology and Arising Codexis Process Technology IP arising during the TT Term and, if GSK exercises the Option, during the Improvements TT Term.
During the Improvements TT Term, Codexis’ Alliance Manager will periodically disclose to Merck’s Alliance Manager information regarding new, updated or improved Enzyme kits or panels (as defined in this Section 3.5.6 below).
Codexis shall own any and all Codexis Core Technology Improvements and Codexis Core Technology Improvements IP arising during the TT Term and, if GSK exercises the Option, during the Improvements TT Term.
During the Improvements TT Term, Codexis’ Alliance Manager will periodically disclose to GSK’s Alliance Manager information regarding new, updated or improved Enzyme kits or panels (as defined in this Section 3.5.3 below) [***].
Upon mutual written agreement of the Parties, and payment by GSK to Codexis of an amount to be mutually agreed in good faith by the Parties, within the sixty (60) day period prior to the then-current Improvements TT Term Expiration Date, the Improvements TT Term Expiration Date may be extended by one (1) year.
For one (1) Calendar Year following the end of the TT Term, and during the Improvements TT Term, if GSK exercises the Option, Codexis shall make its Scientific Lead reasonably available to provide telephonic or web-based advisory technical support and assistance to GSK in GSK’s practice of the Platform Technology pursuant to the licenses granted pursuant to Section 3.5.3.
Upon mutual written agreement of the Parties, and payment by Merck to Codexis of an amount to be mutually agreed in good faith by the Parties, within the sixty (60) day period prior to the then-current Improvements TT Term Expiration Date, the Improvements TT Term Expiration Date may be extended by one (1) year.
GSK shall own any and all Arising GSK Enzyme Technology, Arising GSK Enzyme Technology IP, Arising Codexis Enzyme Technology and Arising Codexis Enzyme Technology IP arising during the TT Term and, if GSK exercises the Option, during the Improvements TT Term.