Royalty Report: Diagnostic, Drugs, Assay – Collection: 237270

Licensor grants a nonexclusive, limited right to use, without the right to sublicense or otherwise permit third parties to use, the MassARRAY Kits, in conjunction with the MassARRAY System, for the defined Internal Research Purposes, within the Territory.

For MassARRAY Assays designed and developed solely by Licensor for either Non-Proprietary SNPs or for Proprietary SNPs that Licensee will not maintain Exclusive Rights to, Licensor grants a nonexclusive license, without sublicense or transfer rights, to use MassARRAY Assays designed and developed by Licensor in conjunction with the MassARRAY Products and MassEXTEND Methods and Processes, for Licensees Commercial Diagnostics Services, in the Territory.

For MassARRAY Assays designed and developed solely by Licensee, Licensor grants a nonexclusive license, without right to sublicense or transfer rights, to use MassARRAY Products and MassEXTEND Methods and Processes in conjunction with the MassARRAY Assays designed and developed by Licensee for Licensees Commercial Diagnostics Services, in the Territory.

For MassARRAY Assays jointly designed and developed by Licensor and Licensee, Licensor grants an exclusive license, limited to a period of eighteen ( 18) months from Assay validation, without  sub-license or transfer rights, to use MassARRAY Assays jointly designed and developed by Licensor and Licensee in conjunction with the MassARRAY Products and MassEXTEND Methods and Processes, for Licensees Commercial Diagnostics Services, in the Territory.

MassARRAY Assay or Assay shall mean an assay for the purpose of genotyping a particular Proprietary SNP or Non-proprietary SNP or a group of more than one Proprietary or Non-Proprietary SNPs, and that may be used with MassARRA Y Products for performing MassEXTEND â„¢ Methods and Processes.

MassARRAY Products shall mean the MassARRAY System, the MassARRAY Kit, and the additional MassARRAY Consumables.

MassEXTENDâ„¢ Methods and Processes shall mean Licensors proprietary MassEXTENDâ„¢ reactions claimed under Patent Rights including United States Patent Application Serial No.09/287,679 related applications, and foreign equivalents thereof.

SNP shall mean a single nucleotide polymorphism.

MassARRayâ„¢ System SpectroREADER â„¢, high-speed mass spectrometer for separation, detection and characterization of the analyte molecules from a miniaturized array; configured with a workstation and post processing software.

Licensee has agreed, to use its best commercial efforts to utilize MassARRAY Assays for all of the clinical diagnostic areas of Aseptic Meningitis (Coxsackievirus A 7, 9, 10, 16 and B 1-6 RNA; Echovirus 4 9, 11~ 30 RNA; Mumps RNA);  Arbovirus (E. Equinine, W. Equinine, Lacrosse and St. Louis); Encephalitis (CMV, Influenz.a A/B, HSV ½);  Enterovirus RNA;  Histoplasma;  Aspergillus;  Pneumocystis;  Hepatitis C (genotype/subtype);  Hepatitis B (genotype);  and, HIV-1 (genotype).

SNP Assay Kit means the SNPware(TM) pre-formatted consumable assay kits containing validated and quality controlled reagents or similar kits for genotyping.

Licensor Trademarks means the marks.

Pursuant to this agreement, The Belgian Licensor will have exclusive distribution rights in the territory.   If the R&D Collaboration results in development of a sample preparation cartridge for extraction of genomic DNA that does not incorporate proprietary Licensors technology and that is generically applicable for any procedure based on analysis of human genomic DNA, then Licensee agrees not to provide such cartridge for sale by another party to be licensed and approved for use in HLA apolipoprotein E, or CF gene (for cystic fibrosis) which are current market areas for Licensor; for a time period of (18) months.

Licensee has certain proprietary technology and experience relating to diagnostic assay reagents, protocols, and detection systems.

Products shall mean systems, subsystems, consumables, and software resulting from the R&D Collaboration and incorporating proprietary Licensee technology and proprietary Licensor technology, or systems, subsystems, and consumables incorporating proprietary Licensee technology that are specifically designed and produced according to Licensor approved Product Requirements and Specifications for use with proprietary Licensor technology and assay procedures.

For the Non-Exclusive License to Licensee for Instruments Developed Outside the Joint Development Program, Licensor grants a non-exclusive, world-wide license under Licensors interest in Collaboration Licensors Intellectual Property to make, have made, use, import, offer to sell, and sell instruments outside the Collaboration Field.

For the Non-Exclusive License to Licensee for Instruments,  Licensor grants to a non-exclusive world-wide license under Licensors interest in the Intellectual Property to use, offer to sell, and sell Instruments outside of the Collaboration Field.

This agreement also includes exclusive grants from Licensee to Licensor.

Licensor has certain skills, proprietary technology and know-how related to the development of bioanalytical instrumentation systems and associated reagents and the marketing, sales and support of products incorporating such systems.

Licensor has DNA Synthesis and Purification Patents  referred to as the Caruthers Process and Caruthers Reagents, and related patents.

Nucleic Acid Analysis Field means the field of characterization of a nucleic acid sample including but not limited to the determination of the relative abundance of the nucleic acid, all or part of a sequence of the nucleic acid, or variations in the sequence of the nucleic acid. The Nucleic Acid Analysis Field excludes the Collaboration Field.

The Parties are designing product based on the Array of Arrays for SNP genotyping. The first SNP genotyping assay format that Licensee intend to commercialize will be PE Biosystems' proprietary OLA ZipCode assay format. This assay format enables the creation of a universal Array of Arrays that can be used to analyze any set of SNPs.