Provision Language
Definitions
“Licensed Know-how” means all technical information or know-how known to or controlled by the University as of the Effective Date (including all manufacturing data, the percentages and specifications of ingredients, the manufacturing process, specifications, assays, quality control and testing procedures) that is identified by the University as primarily and directly relating to, and reasonably necessary for, the making of an ARV-SDN or a Licensed Product in the same manner that such ARV-SON or licensed Product has been made by the University prior to the Effective Date, as well as any other modification or improvement of such technical information or know-how known to or controlled by the University and unencumbered after the Effective Date.
5. LICENSED KNOW-HOW
5.1. For each ARV-SDN, the University will make an initial transfer to MPP for use by an MPP Licensee, of the Licensed Know-how that the University is free to disclose within 30 days of a request from MPP. Further transfer to MPP of Licensed Know-how may occur during the sub license in accordance with Clause 9 of this Agreement.
Schedule 4 – Development Agreement Term Sheet
9. Reporting: Within ten (10) business days following the end of each calendar quarter, Development Partner will be required to provide MPP and the University with a quarterly written report setting forth in relation to that quarter the following and those specified under Schedule 2 specific activity 12: (a) summary of project implementation and current schedule of anticipated events or milestones including status of readiness of labs, plants, machinery as required, (b) details of project related specific recruitments and a summary of resources (dollar value) spent in the reporting period if any, (c) scale up of ARV-SDN, (d) Licensed Products in its development pipeline, (e) status of development of each Licensed Product in development, (f) regulatory filing plan for each Licensed Product, and (g) a list of countries within the Territory for which such regulatory approvals or authorizations have been filed or obtained for any Licensed Product, (h) any scientific discoveries or Know-how developed; i) any other information that MPP and University may require to monitor progress and implementation of the projects. MPP and Licensee will agree to meet on a quarterly basis regarding such reports and also review development and filing status of Licensed Products. MPP agrees that information contained in quarterly and other such reports shall be treated as confidential; provided, however, that such information may be shared with the University, MPP’s funders, University’s funder, and funders, if any, of the project under consideration; and that status update may be publicly disclosed by the MPP or University. Within thirty (30) days of the end of the Development Partner’s programme they will deliver to MPP and the University a complete dossier of information allow MPP to effect an efficient technology transfer to the Commercialisation Partner and the University to effect an efficient technology transfer to its licensees outside the Territory.