Royalty Report: Drugs, Drug Discovery, Antibiotic – Collection: 305615

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Curated Royalty Rate Report
Category: Technology Licenses, Created On: 2022-04-28, Record Count: 20

Description

This collection of transactions and supporting information was developed using our AI algorithm to curate similar royalty reports into a cohesive collection to support your licensing, transfer pricing or other transaction scenarios where documented royalty rates and/or deal terms are important.
Category: Technology Licenses
Created On: 2022-04-28
Record Count: 20

Primary Industries

  • Drugs
  • Drug Discovery
  • Antibiotic
  • Therapeutic
  • Diagnostic
  • Bacterial Infection
  • Assay
  • Viral Infection
  • Disease
  • Cancer
  • Proteins

IPSCIO Report Record List

Below you will find the records curated into this collection.  This summary includes the complete licensed property description so that you can review and determine if this collection covers the topics, technology or transaction type that is relevant for your needs.  The full report will include all relevant deal data such as the royalty base, agreement date, term description, royalty rates and other deal terms.  For reference, here is a sample of a full IPSCIO curated royalty rate report: Sample Report

IPSCIO Record ID: 305615

License Grant
Licensor hereby agrees to conduct the research program in consultation with Licensee with a goal of discovering, identifying and synthesizing collaboration compounds for development by Licensee into one or more licensed products for commercialization by Licensee. The research program shall be conducted in accordance with the overall research plan.
License Property
Licensed Product shall mean any collaboration compound selected for development and marketing by Licensee.

Collaboration Compound shall mean any composition of matter in the field (or in the case of pro-drugs, an active metabolite of which), other than a natural product or synthetic or semi-synthetic derivative thereof, that (i) was discovered, identified, synthesized or acquired by or on behalf of Licensor as of the effective date, (ii) is discovered, identified, synthesized or acquired by or on behalf of Licensor during the research term and for six (6) months thereafter, or (iii) is contained within a chemical genus as defined in any issued claim of any unexpired patent in the patent rights, or in a claim of a pending application for such a patent which is being prosecuted in good faith, and as to which one member of such chemical genus is defined in (i) or (ii) above. For purposes of determining whether a given composition is a collaboration compound, it is understood that a composition which is discovered, identified, synthesized or acquired during the research term or within six (6) months thereafter (the Applicable Date) shall be included as a collaboration compound notwithstanding whether the composition was identified as being active in the field after the Applicable Date.

Development shall mean all work involved in Phases O, I, II, and III for a Licensed product in any country or territory.

U.S. Serial No. 08/377,583 – Screening Procedure for Penicillin-binding protein inhibitors.

Research Program shall mean all research and development performed, directed or acquired by Licensor in the course of performing the research plan during the research term.

Licensor is a biopharmaceutical company founded to discover, develop and commercialize novel antibiotics for the treatment of serious bacterial infections. The Companys discovery and development programs address the growing problem of bacterial drug resistance through two principal themes (i) Targeted Antibiotics, which focuses on developing novel antibiotics and antibiotic potentiators, and (ii) Targeted Genomics, which utilizes bacterial genetics to discover new classes of antibiotics and other novel treatments for bacterial disease.

Field of Use
The collaboration agreement is to discover and develop novel beta-lactam antibiotics, antibiotic potentiators and inhibitors of bacterial signal transduction targeted at problematic Gram-positive bacteria, including staphylococci and enterococci.

The targeted Antibiotics programs seek to rapidly develop clinically useful antibiotics tailored to treat specific bacterial infections, as well as antibiotic potentiators, which will overcome resistance pathways and restore usefulness to existing antibiotics that have been rendered ineffective. The specific problematic bacteria being addressed (staphylococci, enterococci, Pseudomonas aeruginosa and Streptococcus pneumoniae) are responsible for 44% of the approximately two million hospital-acquired infections occurring annually in the United States.

Field shall mean the field of
(i) cephalosporin antibiotics active against Gram-positive bacteria with MICs (minimum inhibitory concentrations) of ~ 32,/g/ml against staphylococci, enterococci and pneumococci, as determined by NCCLS recommended methods;
(ii) novel compounds and compositions which react with penicillin binding protein, including but not limited to PBP2a, with an ICso ! 50,/g/ml in a standard penicillin binding protein assay, provided that research activities are initiated in this ponion of the field prior to start of the nineteenth (19th) month of the research term;
(iii) non-antibacterial beta-lactam or glycopeptide antibiotic potentiators, including specifically, but not limited to, compounds that exen their e~ect primarily by inhibition of methicillin and vancomycin resistance mechanisms, and potentiators that exen their effect primarily by inhibition of histidyl-aspartyl two component switch regulatory system in bacteria, which non-antibacterial beta-lactam or glycopeptide antibiotic potentialOr exhibits MICs (minimum inhibitory concentrations) alone, against staphylococci, enterococci and pneumococci of ~32ys/ml. as determined by NCCLS recommended methods, but not including (a) quinolone potentiators or (b) potentiators or antibacterials which work primarily by inhibition of bacterial efflux pumps, or (c) beta-lactamase inhibitors ;
(iv) compounds or compositions discovered through the use of genes, gene products and Licensor screens in the Agr (accessory gene regulator) pathway of Staphylococcus aureus, or functionally homologous genes in other Gram-positive organisms, in either instance including histidyl-aspartyl two component switch regulatory systems in the Agr pathway;
(v) antibiotics which act through the histidyl-aspartyl two component switch regulatory system discovered using Licensor know-how developed in performance of the research program during the research term, or within six (6) months thereafter (i.e., new hits and leads and new discovery screens for histidine protein kinase inhibitors developed during the course of the research program), with MICs (minimum inhibitory concentrations) of~16/lg/ml against Gram-positive and/or Gram-negative organisms, as determined by NCCLS recommended methods, all for use in treating bacterial infections for all human and animal pharmaceutical applications.

Licensee has been engaged in research efforts focused on the development of new antibacterials and has certain research, development and commercialization capabilities in the field.

IPSCIO Record ID: 305616

License Grant
Licensor grants to Licensee the exclusive, worldwide license or sublicense, as the case may be, including the right to grant sublicenses, to manufacture, use and sell Licensed Products in the Area under all Licensor right, title and interest in the Patent Rights (the License).
License Property
Licensed Product means any Product, the manufacture, use or sale of which would infringe the Patent Rights in the absence of a license or sublicense or which, if such Patent Rights are comprised of patent applications alone, the manufacture, use or sale of such Product would infringe a claim included in such applications as if such claim were issued in a patent.

Class means antibacterial agents having the same mechanism of action or pharmacophores acting on a given target.

Licensor is a biopharmaceutical company founded to discover, develop and commercialize novel antibiotics for the treatment of serious bacterial infections. The Companys discovery and development programs address the growing problem of bacterial drug resistance through two principal themes (i) Targeted Antibiotics, which focuses on developing novel antibiotics and antibiotic potentiators, and (ii) Targeted Genomics, which utilizes bacterial genetics to discover new classes of antibiotics and other novel treatments for bacterial disease.

Field of Use
The field of use is for the genetics-based screening technology to identify and subsequently develop antibacterial products.

IPSCIO Record ID: 352727

License Grant
Licensor of Korea grants a sole and exclusive license under the Licensor Patents, Licensor Know-How, Licensor Licensed Patents and Know-how to use, import, package, sell and offer for sale Products within the Field in the Territory, as well as the exclusive right to use the Trademarks in the Territory in conjunction with the use or sale of Products.

This agreement includes a non-exclusive grant back from Licensee to Licensor.

License Property
Licensor is the owner of all right, title and interest in certain patents and know-how relating to Gemifloxacin, an antibiotic.

Active Pharmaceutical Ingredient or API means Gemifloxacin in active bulk.

Licensor Licensed Patents include but is not limited to
– Dimethane-sulfonate salt of certain pyrrolidinium compounds and the process for the
prearation thereof and the process for the preparation of gemifloxacin free base or salts using AM 19.
– The process for direct salt  and hydrate formation of gemifloxacin mesylate sesquihydrate using a water-miscible cosolvent and water.
– The process for gemifloxacin free base or salts using an agueous solvent.
– Combination Therapy (gemifloxacin and B-lactam).
– Combination Therapy (gemifloxacin and carbapenem).

The trademarks are FACTIVE, FACTIVE DEV, FACPAC3DAY, FACPAC7 and dev., and FAST. ACTIVE. FACTIVE.

DNA nanobinder compounds are compounds that exhibit significant antibacterial activity, have at least one heteroaromatic carboxamide unit, are first synthesized in an internal GS research program (including research programs funded by the United States government but excluding collaborative research programs with a non-governmental third party) and typically but not necessarily bind to the minor groove of double-stranded DNA with an affinity in the nanomolar range.

Field of Use
FACTIVE (gemifloxacin mesylate) is used to treat a variety of bacterial infections. This medication belongs to a class of drugs known as quinolone antibiotics. It works by stopping the growth of bacteria. This antibiotic treats only bacterial infections.

IPSCIO Record ID: 362480

License Grant
The Parties have entered a Prior Agreement pursuant to which Licensor sold or licensed to Licensee, certain product inventory, technology and certain rights thereto and regulatory documents owned by Licensor.

As of the Effective Date, a Third Party and Licensee intend to enter into an (APA) Asset Purchase Agreement under which the Third Party will purchase all of Licensees right, title and interest in and to the Purchased Assets

This Agreement will govern the exclusive license of the Licensed Technology and Licensed Patents from Licensor to Licensee and the related rights and obligations under such license.

For the Grant of License to Licensee under Licensed Patents, Licensor grants to Licensee, and Licensee accepts, under the Licensed Patents, an exclusive license in the Field, with a right to sublicense, to make, have made, use, offer to sell, sell and import Product in the Territory. Such license is exclusive even as to Licensor except that Licensor retains a right under the Licensed Patents to make and use compound or product solely for internal research purposes.

For the Grant of License to Licensee under Licensed Technology, Licensor grants to Licensee, and Licensee accepts, under the Licensed Technology, an exclusive license in the Field, with a right to sublicense, to make, have made, use, offer to sell, sell and import Product in the Territory.

License Property
Licensor owns rights to patents which include
Monthly doses for treatment of Streptococcus Pneumoniae Infections;
Derivatives of A82846 and PA-82467A Glycopeptides;
Glycopeptide antibiotic derivatives;
N1 Modified Glycopeptides;
Glycopeptide antibiotics;
A82846 Antibiotics;
Glycopeptide Hexapeptide;
Urea and Thorea Derivatives of Glycopeptides;
Amides;
Glycosyl Transferase Gene GTFA from Amycolatopsis Orientalis;
Glycopeptide Compounds;
Covalently-linked Dimers;
Reductive Alkylation of Glycopeptide antibiotics;
Selective N-Acylation of A82846 Glycopeptide analogs;
Selective N-Acylation Glycopeptide analogs;
Reducing agent for Reductive Alkylation of Glycopeptides;
Purification of Carboxaldehyde;
Alkylated Hexapeptides;
Therapy for Staphylococcus Aureus;
Glycopeptide Recovery Process;
Novel Glycopeptide Process;
Novel Glycopeptide Derivatives; and,
Glycopeptide Derivatives.
Field of Use
Oritavancin is a semi-synthetic glycopeptide antibiotic in development for the treatment of a broad range of infections caused by gram-positive bacteria, including those resistant to other glycopeptides. Oritavancin has demonstrated the ability to kill most strains of gram-positive bacteria, while other glycopeptides and many other agents merely suppress them. Oritavancin may be effective in the treatment of a range of infections caused by gram-positive bacteria.

In two Phase III clinical trials with oritavancin for the treatment of complicated skin and skin-structure infections (“CSSSIs”), oritavancin achieved the primary efficacy endpoint and demonstrated that oritavancin was as effective as the comparator regimen of vancomycin followed by cephalexin, which is a commonly used regimen. However, the FDA requested an additional clinical safety study be completed prior to the submission of a New Drug Application, or NDA, for oritavancin for the treatment of CSSSIs

IPSCIO Record ID: 300754

License Grant
Licensor hereby grants and agrees to grant to Licensee the following licenses

Licensor in which Licensee holds approximately a 32% interest, grants to Licensee the exclusive right to screen Initial Targets (including New Targets  accepted into the Research Plan as Initial Targets) until the later of (I) the end of the Research Term or (ii) two and one-half years from the date that such New Target was accepted into the Research Plan (the 'Discovery Period'). Subject to the obligation of Licensor to perform screening under the Research Plan, Licensor also grants Licensee the exclusive right to utilize the Collaboration Technology pursuant to the terms of this Agreement during the Discovery Period for the sole purpose of screening New Targets to discover Collaboration Compounds.

Licensor grants to Licensee (a) the exclusive right to screen targets in the antibacterial or antifungal portion of the Licensee Field using Surrogate Genetics technology and Collaboration Technology for a period of ten (10) years from the Effective Date, and thereafter on a non-exclusive basis, subject to a royalty in the case of Licensee Targets included in the Research Plan (iii) of this Agreement, but otherwise royalty-free and (b) the non-exclusive perpetual right to screen targets in the non-antibacterial, non-antifungal and non-antiviral portion of the Licensee Field using Surrogate Genetics technology and Collaboration Technology on a royalty-free basis.

Licensor grants to Licensee a worldwide exclusive license to make, use and develop Collaboration Compounds for the purpose of developing Licensed Products for the period from the Effective Date until the earlier of (I) five years after the end of the Research Term or (ii) any time after one year from the end of the Research Term in the event that Licensee is not using reasonable commercial efforts as provided to pursue development of Licensed Products including without limitation, the selection of appropriate Reserved Drug Classes. After such period, Licensees right to make, use and develop Collaboration Compounds for the purpose of developing Licensed Products shall then become nonexclusive except with regard to Reserved Drug Classes.

Licensor grants to Licensee a worldwide license (with a right to sublicense) under all Know-How and Patent Rights in and to the Collaboration Technology, (I) on an exclusive, perpetual basis to develop, have developed, make, have made, use, sell, have sold, distribute, and have distributed Licensed Products and (ii) on an exclusive basis for a period of ten years from the Effective Date solely to develop, have developed, make, have  made, use, offer to sell, sell, have sold, distribute, and have distributed products in the field of infectious diseases caused by bacteria and fungi (the antibacterial and antifungal portion of the Licensee Field), and thereafter, on a non-exclusive basis, within and outside the Licensee Field, to develop, have developed, make, have made, use, offer to sell, sell, have sold, distribute, and have distributed products.

License Property
Initial Target shall mean those targets listed hereto and those New Targets which are included as Initial Targets under the Research Plan.
Hepatitis C Virus (HCV)
Hepatitis B Virus
Herpes Simplex Viruses and Cytomegalovirus (HCMV)
Human Immunodeficiency Virus ( HIV)
Influenza viruses
Rhinovirus

New Target shall have the meaning of a target identified within the field and is not an initial target.

Licensee Target shall have the meaning a target that Licensee identifies in the antibacterial or antifungal portion of the Licensee field for which Licensee seeks to utilize Surrogate Genetics to discover, develop or commercialize products.

Collaboration Technology shall mean all Know-How and Patent Rights that a Party owns or Controls, which is conceived, reduced to practice or otherwise developed by Licensor (or its agents) or Licensee (or its agents) or jointly by Licensor and Licensee (or their respective agents) during the Research Term arising out of the Research Program.

Collaboration Compound shall mean any compositions of matter to be used in the Field that incorporate, are derived from, developed using, or based upon the Initial Targets (i) discovered, identified, synthesized or acquired by or on behalf of Licensor or Licensee during the Research Term and meet the Validation Criteria during the Research Term or within 24 months after the end of the Research Term or (ii) contained within a chemical genus as defined in any issued patent or any patent application being prosecuted in good faith by Licensor or Licensee, for which one member or such chemical genus is defined in (i) above; provided, however, that compositions of matter that incorporate, are derived from, developed using or based upon the New Targets accepted into the Research Plan as Initial Targets shall be considered Collaboration Compounds for the purposes of this Agreement, only if such compositions are (a) discovered, identified, synthesized or acquired by or on behalf of Licensor or Licensee during the Discovery Period and meet the Validation Criteria during or within six months after the Discovery Period or (b) contained within a chemical genus as defined in any issued patent or any patent application being prosecuted in good faith by Licensor or Licensee.

Licensed Product means any product based upon or derived from a Collaboration Compound and approved for sale by the USFDA or its foreign equivalent.

Surrogate Genetics shall mean the use of genetically engineered recipient cells, such as, but not limited to  bacteria, fungi, worm, fly, or mamalian cells, to create heterologous systems useful for gene-based functional assays for any gene, in applications such as, but not limited to gene discovery, functional genomics, drug screening, phenoprinting and diagnostics.

Patent Rights shall mean all United States and foreign patents (including all reissues, extensions, substitutions, confirmations, re-registrations, re-examinations, revalidations and patents of addition) and patent applications (including, without limitation, all provisionals, continuations, continuations-in-part and divisions thereof) in each case, claiming an invention which is necessary or useful for the design, development, testing, use, manufacture or sale of (i) Licensed Products, in the case of Licensee or (ii) Licensor Products, in the case of Licensor.

Field of Use
Licensee will apply the genetics technology to a number of viral disease targets in a search for novel antiviral agents.

Field shall mean viral therapeutics for human, animal and agricultural applications using small molecule approaches and viral disease diagnostic tools.

Licensee Field shall mean research and development of products for infectious diseases caused by bacteria, fungi, viruses, or other infectious agents, for use in viruses, or other infectious agents, for use in human health, animal health, agriculture, or other applications, which products may include but not be limited to, small molecules, vaccines, antisense, gene, antibody, protein, peptides, or diagnostics.

IPSCIO Record ID: 203561

License Grant
Licensor shall assign to Licensee Licensors entire right, title and interest in and to the Compound Patents pursuant to a patent assignment agreement executed on the same date as this Agreement and any Oxazolidinone Compound synthesized, discovered and/or developed by Licensor prior to the Effective Date.

For the research licenses, Licensor grants during the Research Term a worldwide, exclusive, with reserved rights to Licensor, a license, under the Licensor Know-how and Patents as necessary for Licensee to conduct its obligations and tasks under the Research Plan.

For the commercialization license, Licensor grants during the Term of this Agreement a worldwide, exclusive license under the Licensors Know-how and Patents to use, make, have made, market, distribute, promote, offer for sale, sell, export and import Product, including the right to grant sublicenses to Affiliates and Sublicensees.

License Property
The Compound means any composition of matter,  excluding any Oxazolidinone Compound, whether patented or not, that Licensee synthesized prior to the Effective Date, but excluding any Included Licensee Compound, or any ester, salt, hydrate, solvate or prodrug of the foregoing Compounds.

The oxazolidinone class of antibiotics is a relatively recent addition to the antimicrobial world and have been found to be especially useful in treating infections caused by Gram-positive bacteria.

The patents are for Method For Solid Phase Synthesis of Alcohol Derivatives and Resulting Compositions;  and Oxazolidinone Combinatorial Libraries, Compositions and Methods of Preparation.
This application discloses methods for the solid phase synthesis of oxazolidinones; oxazolidinone combinatorial libraries and methods for their synthesis; pharmaceutical compositions comprising bioactive oxazolidinone compounds, including those adapted for oral, topical or parenteral use for the treatment of bacterial infections; and methods of screening combinatorial libraries to detect compounds with activity for treatment of disease states such as inflammation, infection, hypertension, CNS disorders and cardiovascular disorders.

TITLE OXAZOLIDINONE COMBINATORIAL LIBRARIES, COMPOSITIONS AND METHODS OF PREPARATION
This application discloses combinatorial libraries comprising oxazolidinones; methods of preparation of the libraries; biologically active oxazolidinone compositions including compositions for use for the treatment of bacterial infections; and methods of screening combinatorial libraries to detect bioactive compounds useful for treatment of disease states such as inflammation, infection, hypertension, central nervous system disorders and cardiovascular disorders.

TITLE OXAZOLIDINONE COMBINATORIAL LIBRARIES, COMPOSITIONS AND METHODS OF PREPARATION
Biologically active oxazolidinones, libraries and pharmaceutical compositions, and methods of preparation are disclosed, wherein the biologically active oxazolidinones may be used in pharmaceutical applications including use as sedatives, anticonvulsants, muscle relaxants, anti-Parkinson agents, analgesics, antiinflammatories, local anesthetics, muscle contractants, antibiotic, antiviral, antiretroviral, antimalarials, diuretics, lipid regulating agents, antiandrogenic agents, antiparasitics, neoplastics, antineoplastics and chemotherapy agents, as well as for treatment of cardiovascular diseases, central nervous system diseases, cancer, metabolic disorders, infections and dermatological diseases as well as other biological disorders and infections.

Field of Use
The field means antibacterial use in humans.

IPSCIO Record ID: 289254

License Grant
The Research Collaboration will focus on Targets in the Pathways, both in finding new proprietary Targets as well as with respect to Targets identified by Licensee prior to the Effective Date, and the use of Targets for HTS assay development to discover proprietary drug leads.  The Research Collaboration will initially focus on elucidating proprietary drug discovery Targets in the Pathways and is anticipated to be restricted to proprietary Targets in the Pathways.  Licensor and Licensee shall conduct the Research Collaboration on a collaborative basis with the goal of identifying Research Compounds that are suitable for development into Products for commercialization.  The Research Collaboration is intended to be flexible to allow for pursuit of unforeseen opportunities in the area of inflammation biology involving the Targets and the Pathways.
License Property
Product means any product incorporating a Development Compound, in any formulation, designed for treatment of a Licensor Indication, Licensee Indication or an Additional Indication, delivered by any route of administration.

Research Compound means any analog or other derivative compound, including a peptidomimetic, that has been synthesized or acquired pursuant to the Research Plan or at the direction of the Officers, and is based upon any Validated Hit.

Target means an enzyme or other molecule that is in a Pathway and is either (a) listed as an included target or (b) discovered by one or both Parties as part of the Research Collaboration (excluding any molecule that is subject to prior rights of any Third Party under an agreement with either Party at the time it is discovered, which agreement is listed on Agreement or (c) licensed by either Party during the Research Collaboration.

Pathways means the Tumor Necrosis Factor-alpha receptor signaling pathway, the IL-1 signaling pathway, and the CD40 signaling pathway, and any additional pathways added to this Agreement upon the written agreement of the Parties.

Targets and Pathways
TNF-R1 Signaling Pathway
TNF-R2 Signaling Pathway
IL-1R Signaling Pathway
CD40 Pathway

Field of Use
Intellectual property relates to inflammation.

Field means research, development and commercialization of small molecule agonists or antagonists of Targets identified in the Pathways, for use in the treatment of Licensor Indications, Licensee Indications or Additional Indications.

IPSCIO Record ID: 223131

License Grant
Licensee hereby grants to Licensor a worldwide, non-exclusive license under the Research Program Technology and Licensor Inhibition Mode Technology solely to perform its obligations under the Research Program as specifically provided in the Research Plan.

Licensor hereby grants to Licensee and its Affiliates a worldwide, non-exclusive license under the Licensor Core Technology (and any improvements thereto) to research, develop, make, have made, use, import, offer for sale, sell, have sold or otherwise exploit compounds that inhibit the Target (including but not limited to Program Compounds) and/or Products in the Territory.

Licensor hereby grants to Licensee and its Affiliates a worldwide, non-exclusive license under the Licensor Background Technology to research, develop, make, have made, use, import, offer for sale, sell, have sold or otherwise exploit compounds that inhibit the Target (including but not limited to Program Compounds) and/or Products in the Territory.

License Property
Research Program means the activities undertaken by or under authority of Licensee, which may include input from Licensor and the Licensor Principal Consultant, to discover and develop Program Compounds as set forth and in the Research Plan.

Research Program Technology means Research Program Know-How and Research Program Patents.
Research Program Patents mean Licensee Research Program Patents, Licensor Research Program Patents, and Joint Research Program Patents.

Licensor Inhibition Mode Technology means Licensor Inhibition Mode Patents and Licensor Inhibition Mode Know-How.

Patents within the Licensor Core Technology.
U.S. Patent No. 6,344,330 – Pharmacophore Recombination For the Identification of Small Molecule Drug Lead Compounds
U.S. Patent No. 6,335,155 – Methods for rapidly identifying small organic molecule ligands for binding to biological target molecules

Licensor Core Technology mean all patents, patent applications, invention disclosures, certificates of invention and applications for certificates of invention, owned or Controlled by Licensor or its Affiliates as of the Agreement’s Effective Date and/or during the term of the Agreement, and all information, materials and other subject matter, and improvements thereof, relating to (i) mutants or the use thereof in screening, (ii) the use of novel protein engineering techniques and their application in drug discovery, (iii) target-directed fragment discovery and maturation to produce drug leads, including monophores, extenders and fragments, and monophore, extender and fragment libraries for such purposes, (iv) covalent tethering and techniques related thereto (e.g., NMR, X-ray, mass spec. AUC, Biacore) and its use to discover fragments and test binding hypotheses of fragments and leads, or (v) dynamic and other combinatorial chemistries related to proteins, as well as any divisions, continuations, continuations-in-part, reissues, reexaminations, extensions, supplementary protection certificates, and other governmental actions which extend any of the patent applications, patents, invention disclosures, certificates of invention or certificates of invention applications above, and all foreign counterparts to any of the foregoing.  Notwithstanding the foregoing, Licensor Core Technology shall exclude all Licensor Inhibition Mode Technology and Research Program Technology.

Licensor Background Technology means all patents, patent applications, invention disclosures, certificates of invention and applications for certificates of invention, Controlled by Licensor or its Affiliates as of the Effective Date and/or during the term of the Agreement, that (i) are necessary or useful to Licensee in the research, development, or commercialization of compounds that inhibit the Target (including but not limited to Program Compounds and Products), and (ii) are not Licensor Inhibition Mode Patents, Research Program Patents or within the Licensor Core Technology; as well as any divisions, continuations, continuations-in-part, reissues, reexaminations, extensions, supplementary protection certificates, and other governmental actions which extend any of the patent applications, patents, invention disclosures, certificates of invention or certificates of invention applications above, and all foreign counterparts to any of the foregoing.

Field of Use
Research collaboration agreement relates to discover novel oral drugs for the treatment of viral infections.

IPSCIO Record ID: 344537

License Grant
The Canadian Licensor grants an exclusive right and license or sublicense during the Term under the Licensed Licensor Rights to research, develop, make, have made, use, sell, distribute and import Compounds and Collaboration Products in the Field throughout the Territory pursuant to a Research and Development Program or a Commercialization Program; provided, that, Licensor retains, for itself and its Affiliates, the rights under the Licensed Licensor Rights, to research, develop, make, have made, use, sell and import Compounds and Collaboration Products in the Field throughout the Territory in order to conduct those activities assigned to it in a Research and Development Program or a Commercialization Program.  Notwithstanding the foregoing, the license shall exclude the right to make or use, other than to internally make or use for research purposes in the Field, develop, import, sell or offer for sale  Non-ND Partner Selected Compounds, and Products containing Non-ND Partner Selected Compounds, Licensor Non-ND Selected Compounds and Products containing Licensor Non-ND Selected Compounds, and Opt-Out Non-ND Partner Selected HDAC Inhibitors and Products containing Opt-Out Non-ND Partner Selected HDAC Inhibitors.

This agreement includes a non-exclusive grant back to Licensor.

License Property
Licensor has developed and owns and/or controls patents and patent applications claiming pan and isotypic selective small molecule inhibitors directly, specifically and solely targeting HDAC enzymatic activity, an enzyme family regulating gene expression, has the biological tools for research into HDAC expression in diseases, and has medicinal, combinatorial, analytical and computational expertise to design and synthesize HDAC inhibitors as well as other possible therapeutics in the Field.

Compounds means compounds that were or are identified, synthesized, discovered, designed or acquired by or on behalf of (A) Licensor or its Affiliates either prior to the date hereof or during the Term, (B) Licensee or its Affiliates during the term of the Research and Development Program, or (C) a Non-ND Partner or its Affiliates either prior to the date hereof or during the Term, but only if during the term of a Non-ND Research Program; either are HDAC Inhibitors or (b) are developed pursuant to the Collaboration (subject to the last sentence of this defined term Compound); possess certain basic drug characteristics and range of chemotypes with pan and sub-type selective HDAC inhibition characteristics, as mutually agreed to by the Parties from time to time; and are used or useful in the Field.

HDAC means HDAC Class I and HDAC Class II, collectively.

HDAC Inhibitors means Small Molecules that directly inhibit HDAC Class I or HDAC Class II enzymatic activity or which have therapeutic effect through the inhibition of HDAC Class I or HDAC Class II enzymes.

Licensor Program Compounds means the approximately(± 5%) 1014 Compounds.

Field of Use
The rights is to Licensor's HDAC inhibitors for specific neurodegenerative diseases.

Field means the treatment or prevention of Huntingtons disease, Parkinsons disease, Alzheimers disease, and the Other Neurodegenerative Diseases using an HDAC Inhibitor or any Compound developed pursuant to the Collaboration; provided, however, that the term Field shall cease to include ALS or Dementia if, as to a particular Subject Indication.

'Applicable Field' means the Field, but only as to the disease indications within the Research and Development Program that is the subject of a Back-Out (i.e., the AD R&D Program, the HD R&D Program or the PD R&D Program), in each case including any of the Other Neurodegenerative Diseases.

IPSCIO Record ID: 372508

License Grant
Licensor of Japan grants an exclusive license to manufacture or have manufactured the Product from the API supplied by Licensor and to offer to sell, sell, and have sold such Product in the Territory under the Patents, the Technical Information and the Product Registrations.

Licensor grants an exclusive and non-transferable license to use the Trademark for or in connection with sale and promotion of the Product in the Territory, and Licensee agrees to use the Trademark for such purpose.

License Property
Licensor has developed a cephalosporin antibiotic known as Cefditoren Pivoxil.

The term API shall mean Compound in amorphous powder form ready to be formulated.

The term Compound shall mean a cephalosporin antibiotic known as Cefditoren Pivoxil.

The term Trademark shall mean SPECTRACEF® .

Cefditoren is used in the treatment of infections caused by bacteria. It works by killing bacteria or preventing their growth. Cefditoren pivoxil is used to treat some throat and lung infections, including bronchitis and tonsillitis. It is also used to treat some skin infections.

Field of Use
The field of use is antibiotics.

IPSCIO Record ID: 203296

License Grant
For the Non-Exclusive Research License to Licensors Base Technology,  Licensor grants a non-exclusive, world-wide license under the Base Technology and Collaboration Technology to conduct research and Development activities with respect to Targets, Hits, Research Compounds, Lead Compounds and IND Candidates pursuant to the Research Plan.   Licensor also grants the right to sublicense or transfer the rights granted to Licensee under the Collaboration Technology to  Affiliates; and to Third Parties.
License Property
The Licensed Product shall mean any Product which incorporates a Collaboration Compound as an active ingredient.  The Collaboration Compound shall mean, on a Target-specific basis, a chemical compound that is synthesized or identified by the Parties, and any metabolites, prodrugs, solvates, including without limitation hydrates, analogs, esters, salts, derivatives, stereoisomers, racemates, tautomers and polymorphs of such chemical compound which are determined to be Active. Collaboration Compound shall include any of a Hit, a Research Compound, a Lead Compound or an IND Candidate.

Licensor is a biopharmaceutical company which is focused on the discovery, development and commercialization of small molecules which target post-transcriptional control of protein expression, and which owns certain proprietary technologies for developing small molecule drugs by targeting such post transcriptional control mechanisms, including GEMS.

GEMS (Gene Expression Modulation by Small-Molecules) is a novel drug discovery platform technology which enables identification of compounds that target the post-transcriptional regulation of gene expression.

Gene Expression Modulation by Small-molecules (GEMS) is PTC’s novel and proprietary screening technology for the identification of small-molecules that modulate post-transcriptional control mechanisms. Compounds identified through the GEMS technology modulate gene expression by targeting the post-transcriptional control processes that act through the untranslated regions (UTRs) of messenger RNA (mRNA) molecules.

Field of Use
The Field shall mean the prevention, treatment or diagnosis of all diseases or conditions in humans or animals.

Parties wish to collaborate on specific therapeutic targets with a focus on cardiovascular, metabolic and addictive diseases, and the discovery of clinical candidate small molecules which act upon such targets.
This agreement pertains to drug discovery.

IPSCIO Record ID: 237248

License Grant
The University grants an exclusive license, with the right to sub license, under Universitys  Patent rights to make, have made, import, use, offer to sell and sen any Licensed Products in the field throughout the Territory.

University grants to Licensee the right to enter into sublicensing agreements.

This agreement also includes a non-exclusive grant back to University from Licensee.

License Property
Licensor owns or has rights to certain inventions, generally characterized as Complexes to Improve Oral Absorption of Poorly Absorbable Oral Antibiotics, collectively referred to as the Invention.

First Licensed Product means the first federally approved Individual Licensed Product to be subjected to a governmental safety and efficacy approval process prior to market introduction, and which is sold in any country of the Territory.

Field of Use
Licensee commercializes certain oral formulations of ceftriaxone, a third-generation cephalosporin antibiotic that has activity against both Gram-positive and Gram-negative bacterial infections. Ceftriaxone is currently only marketed in an intravenous, or IV, formulation.

IPSCIO Record ID: 268565

License Grant
The joint effort will use the Parties technologies for the high-throughput characterization of novel
antiinfective drug targets and rational drug design.

Licensor grants
—  a worldwide, non-exclusive license, with the right to sublicense, under the Licensor Technology solely to perform Research in the Field with respect to Proposed Targets, Medicinal Chemistry Programs, Shared Programs and Licensee Programs during the Research Term;
—  a worldwide, exclusive license, with the right to sublicense, under the Licensor Technology to develop, make, have made, use, sell, have sold, offer for sale and import Licensee Products in the Field; and
—  a worldwide, non-exclusive license, with the right to sublicense, under the Licensor Technology to develop, make, have made, use, sell, have sold, offer for sale and import Independent Products in the Field.

License Property
Licensor is engaged in the research, development and commercialization of novel antimicrobial drugs to combat serious and life-threatening bacterial and fungal infections.

Product shall mean a Shared Product, Licensee Product, Licensor Product or Independent Product.

Pharmacophore shall mean the minimum chemical structure that provides the basis for activity of a compound against a Gene Target.

Field of Use
Field shall mean the treatment, prevention or diagnosis of bacterial or fungal infections.   As a result of the collaboration, the companies expect to accelerate the discovery of novel classes of antibiotics to treat infectious diseases, including those resistant to current therapies.

IPSCIO Record ID: 289175

License Grant
For the Commercial License to Clinical Candidates and Corresponding Products, Licensor grant an exclusive license, with the right to grant and authorize sublicenses through multiple tiers, under the Licensor Technology and Licensors interest in the applicable Collaboration Technology, to make, have made, use, offer for sale, sell, import, export and otherwise exploit Active Compounds, Clinical Candidates, Lead Compounds and Products for use in the Field and in the Territory.
License Property
The Parties have each identified multiple oncology kinase targets that have the potential to be used as the basis for drug discovery programs.

Active Compound shall mean a Compound that modulates a Target, the mechanism of which is a binding interaction with a Target, having a level of activity against a Target, expressed as an IC50, that is – less than forty (40) nanomolar- as measured in the applicable in vitro biochemical assay set forth in the Discovery Plan; and a Compound that modulates at least two of the following receptors TrkA, TrkB or TrkC, the mechanism of which is a binding interaction with the applicable Trk receptor, having a level of activity against the applicable Trk receptor, expressed as an ICso, that is less than forty (40) nanomolar as measured in the applicable in vitro biochemical assay set forth in the Discovery Plan.

Clinical Candidate shall mean, with respect to each Target or Trk, any Active Compound that meets the Clinical Candidate Criteria set forth in the Discovery Plan.

Compound shall mean any one or more chemical entity(ies) made and tested against Trk in the course of Licensors pan-Trk program prior to the Effective Date, or synthesized by Licensor in the course of performing or in connection with the Discovery Program, in each case together with any salt, hydrate, solvate, clathrate, polymorph or isomer thereof.

Product shall mean any pharmaceutical product incorporating as an active ingredient an Active Compound.

Trk shall mean the Trk family of receptors TrkA, Tr kB and TrkC.
—  TrkA shall mean the protein known as UniProtKB/Swiss-Prot # P04629.
—  TrkB shall mean the protein known as UniProtKB/Swiss-Prot # Q16620.
—  TrkC shall mean the protein known as UniProtKB/Swiss-Prot # Q16288.

The Targets are
—  The protein family commonly known as Firbroblast Growth Factor Receptors (FGFR),
—  The protein commonly known as [p70S6 Kinase], identified with the following SwissProt entries
a) Ribosomal protein S6 kinase beta-1 (P23443)
b) Ribosomal rotein S6 kinase beta-2 (Q9UBS0]—  The protein commonly known as Telomerase reverse transcriptase, identified with the following SwissProt entries
a) Telomerase reverse transcriptase (014746)
b) Telomerase protein component 1 (Q99973)

Field of Use
The development and commercialization agreement pertain to certain Array-invented compounds targeted at a specified novel oncogenic activating mutation.

Licensee possesses pharmaceutical research, development and commercialization capabilities, as well as proprietary technology in the field of cancer treatment.

IPSCIO Record ID: 289212

License Grant
Licensor grants a perpetual, non-exclusive, worldwide license, with the right to sub- license, under the `277 patent, the `582 patent, and any patents issuing from International Application No. PCT/US96/19698, any and all continuing applications, divisional applications, continuation-in-part applications, reissues, extensions, renewals and reexaminations thereof, and any U.S. and foreign counterparts thereof. In addition, Licensor agrees not to file any future patent infringement actions against Licensee for Licensees use of ThermoFluor Screening Technology that is consistent with the terms of this Agreement.
License Property
Licensor is a biopharmaceutical company dedicated to the development of a novel class of small molecule drugs that regulate gene expression. The Licensors lead therapeutic candidate is a novel anti-HIV compound that acts by inhibiting a viral protein/RNA interaction that is critical for the expression of viral structural proteins and essential for virus production.

Licensor is the owner of U.S. Patent 5,585,277, and U.S. Patent No. 5,679,582.

Atlas Technology shall mean the methods and processes generally disclosed in the specifications and claims of the `277 patent, the `582 patent and/or International Application No. PCT/US96/19698.

ThermoFluor Screening Technology shall mean the methods, processes and apparatus generally disclosed in the specifications and claims of U.S. Patent No. 6,020,141 and/or allowed U.S. Patent Application Serial no. 08/853,459.

Licensor was granted a limited, nonexclusive license to the method claims of ThermoFluor screening technology. As part of this settlement agreement, until March 7, 2003, Licensee is precluded from using ThermoFluor screening technology in the Hepatitis C Virus infection area as part of collaborative agreements or as part of our internal drug programs. In addition, Licensee is precluded from using ThermoFluor screening technology as part of more than one collaboration agreement in the area of infection.

Field of Use
Licensee Internal Program(s) shall mean drug discovery and/or development program(s) in any therapeutic field conducted for and by Licensee on-site at a Licensee facility.

During the Restriction Period, Licensor may refer to Licensee any third parties that have requested that Licensor screen multiple targets to identify leads or drugs that are effective in any field other than Infection.

Licensee shall be free to use ThermoFluor Screening Technology without restriction in any Licensee Internal Program, except in the Hepatitis C Virus Field during the Restriction Period, and to license or transfer, in any manner, any compounds discovered or optimized through such use of ThermoFluor Screening Technology. Licensee shall not use ThermoFluor Screening Technology in the Hepatitis C Virus Field during the Restriction Period.

ThermoFluor screening process and our ability to rapidly select and synthesize compounds from our libraries compress an important segment of the R&D process, from assay set-up to the generation of a series of lead compounds with potential in vivo efficacy, from fourteen to thirty months at many pharmaceutical companies to as little as seven to ten months. This is expected to reduce resources required and development costs per target, allow more targets to be discovered with a given set of resources and accelerate time to market of successful drugs

Licensee is a post-genomics drug discovery company that has developed a unique integration of proprietary technologies to provide an accelerated and improved methodology for gene-to-clinic small molecule drug discovery.

IPSCIO Record ID: 289150

License Grant
The Research Collaboration will focus on Targets in the Pathways, both in finding new proprietary Targets as well as with respect to Targets identified by Licensor prior to the Effective Date, and the use of Targets for HTS assay development to discover proprietary drug leads.  The Research Collaboration will initially focus on elucidating proprietary drug discovery Targets in the Pathways and is anticipated to be restricted to proprietary Targets in the Pathways.  Licensee and Licensor shall conduct the Research Collaboration on a collaborative basis with the goal of identifying Research Compounds that are suitable for development into Products for commercialization.  The Research Collaboration is intended to be flexible to allow for pursuit of unforeseen opportunities in the area of inflammation biology involving the Targets and the Pathways.
License Property
Product means any product incorporating a Development Compound, in any formulation, designed for treatment of a Licensee Indication, Licensor Indication or an Additional Indication, delivered by any route of administration.

Research Compound means any analog or other derivative compound, including a peptidomimetic, that has been synthesized or acquired pursuant to the Research Plan or at the direction of the Officers, and is based upon any Validated Hit.

Target means an enzyme or other molecule that is in a Pathway and is either (a) listed as an included target or (b) discovered by one or both Parties as part of the Research Collaboration (excluding any molecule that is subject to prior rights of any Third Party under an agreement with either Party at the time it is discovered, which agreement is listed on Agreement or (c) licensed by either Party during the Research Collaboration.

Pathways means the Tumor Necrosis Factor-alpha receptor signaling pathway, the IL-1 signaling pathway, and the CD40 signaling pathway, and any additional pathways added to this Agreement upon the written agreement of the Parties.

Targets and Pathways
TNF-R1 Signaling Pathway
TNF-R2 Signaling Pathway
IL-1R Signaling Pathway
CD40 Pathway

Field of Use
Field means research, development and commercialization of small molecule agonists or antagonists of Targets identified in the Pathways, for use in the treatment of Roche Bioscience Indications, Tularik Indications or Additional Indications.

IPSCIO Record ID: 266847

License Grant
The Parties enter this agreement to collaborate to identify novel molecules derived from Licensor Technology that demonstrate efficacy against assays that are designed to identify compounds having antibacterial or antifungal properties.

Licensor grants an exclusive, worldwide license under the Licensor Technology to the Compound Set to the extent necessary or useful to develop, make, have made, use, sell, offer for sale and import Products in the Territory and within the Field.   This License also includes the right to identify and develop new compounds that are Compound Derivatives of members of such a Compound Set by medicinal chemistry.

Licensor grants a non-exclusive worldwide license to use a Licensor microbial strain and an exclusive,  worldwide license to genes, in each case, solely to manufacture or have manufactured a Compound or Product in the Territory and within the Field, provided such strain and genes direct the synthesis of a compound included within a Compound Set or a Product and were identified or otherwise known or available as part of the R&D Program prior to the expiration of the research period, or, with respect to those Compound Sets opted to be carried into the six month period, were identified or otherwise known or available as part of the R&D Program prior to the expiration of such six month period; and provided further that such licenses shall not include any rights to genetically modify any strains or genes.

Licensor grants a nonexclusive, perpetual license to practice any and all Program Inventions that are not covered by Compound Patents (or applications related thereto, so long as such applications are being prosecuted) made by Licensee employees or consultants, either alone or jointly with Licensor employees or consultants, and assigned to Licensor for any purpose, and a nonexclusive, perpetual license to practice any and all Program Inventions made by Licensee employees or consultants either alone or jointly with Licensor employees or consultants, for Licensee to carry out its responsibilities in accordance with this Agreement.

License Property
Licensor has developed proprietary technologies for the rapid discovery, development and optimization of Compounds.

Compound Set shall mean, with respect to a particular Compound, such Compound and all Compound Derivatives with respect to such compound.  A Compound Set shall not include any Excluded Compound.

Excluded Compound shall mean any chemical compound with respect to which Licensor has granted rights or an option to obtain rights to a Third Party.

Field of Use
Field shall mean use in the treatment, prevention or diagnosis of a fungal or bacterial infection in humans.

Under the terms of this agreement, the companies planned to collaborate to identify and develop novel drugs derived from Licensee's recombinant natural product libraries that demonstrate antibacterial or antifungal properties.

IPSCIO Record ID: 289165

License Grant
Italian Licensor hereby grants to Licensee an exclusive (even as to Licensor) right and license, (with the right to sublicense) under the Licensed Patent Rights and Licensed Know-How, to develop, use, offer for sale, sell and import the Licensed Product(s) in the Territory.

Under the license agreement, the Italian Licensor granted us an exclusive license to develop and commercialize V-Glycopeptide, then called BI-397, in the United States and Canada.

License Property
Licensed Compounds shall mean the Compound or any other compound claimed in the Licensed Patents.

Compound shall mean the chemical substance identified by Licensors code number BI 397, formerly identified as MDL 63,397.

Licensed Patents shall mean (i) U.S. patent application no. 08/640,681, filed July 29, 1992 and Canadian patent application no. 2109601, filed July 14, 1992, and all divisionals, substitutions, continuations and continuations-in-part, and (ii) any patents issuing therefrom, and all extensions, reissues, and renewals of such patents.

Field of Use
V-Glycopeptide, is a second-generation antibiotic belonging to the same class as Vancomycin and is intended for the treatment of serious systemic infections, particularly STAPHYLOCOCCI. V-Glycopeptide has potent bactericidal effect.
Staphylococcus is a bacterium of a genus that includes many pathogenic kinds that cause pus formation, especially in the skin and mucous membranes.

IPSCIO Record ID: 299249

License Grant
For the Research Licenses, Licensor grants, during the Research Term an exclusive, world-wide right and license under the Licensor Patents and the Licensor Know-How and Licensors rights in the Joint Patents and Joint Know-How, solely to conduct the Research, and to discover, synthesize, and, in connection with the Research, make and use Active Compounds for use in the Field.

Licensor grants, commencing at the expiration of the Research Term and for a period of six years thereafter, a non-exclusive, world-wide right and license under the Licensor Patents and Licensor Know-How, and Licensors rights in the Joint Patents and Joint Know-How, solely to discover, synthesize, and, in connection with Licensees activities under this Agreement, make and use Active Compounds for use in the Field.

For the Commercialization License to Licensee, Licensor grants an exclusive, world-wide right and license under the Licensor Patents, the Licensor Know-How and under Licensors rights in the Joint Know-How and Joint Patents, solely to [conduct development on, and to make, have made and use for such purpose, Back-Up Compounds and Collaboration Compounds for use in the Field and to make, have made, import, use, sell and offer for sale Licensed. Products) for use in the Field.

For the Cross-License of Know-How Licensor grants a non-exclusive license under the Licensor Know-How for any purpose or use.

License Property
Licensor has proprietary technology and know-how related to the discovery, identification and/or synthesis of cathepsin S inhibitors and have identified chemical compounds that are cathepsin S inhibitors.

Licensed Product means any product, including any formulation thereof, containing or comprising a Collaboration Compound.

Active Compound means any compound that
—  has the ability to inhibit (or, in the case of a prodrug, an active species of which inhibits) cathepsin S with a [K; equal to or less than 100 nM];
—  has greater than [100- fold selectivity] for cathepsin S against an [appropriate panel of cathepsins in appropriate assays,] as determined by the JRC; and
—  has appropriate [in-cell activity in concentrations of less than IO µMin a relevant cell based assay(s)] selected by the JRC.

Field of Use
Field means the treatment and/or prevention of one or more Indications by means of inhibition of cathepsin S.

Cathepsin S is associated with certain inflammatory diseases, such as arthritis, asthma, atherosclerosis and a variety of autoimmune diseases.

Cysteine proteases are enzymes that are responsible for the cleavage and breakdown of other natural proteins in normal biological processes. In disease conditions, cystein proteases can often be misregulated, providing an entry point for drug intervention. Cathepsin S has been associated with the processing and activation of the antigen receptor called MHC-II, essential for the initiation of both normal and pathological immune responses mediated by T-cells. Drugs designed to inhibit this enzyme may provide a novel method for control of antigen-induced response in multiple inflammatory and autoimmune disease states, the companies believe.

IPSCIO Record ID: 314349

License Grant
Licensor hereby grants to Licensee a nonexclusive, worldwide right and license Under Licensor Intellectual Property, with the right to grant sublicenses without Licensors approval to Licensee Affiliate(s) and otherwise with Licensors approval, which approval shall not be unreasonably withheld, to identify, make, have made, import, modify, use, develop, test and file for regulatory approval on Licensee Compounds and/or Licensor Compounds for the benefit of Licensees discovery, development and commercial preparation of Licensee Compounds and/or Licensor Leads for use in the  Field.

Licensor hereby grants to Licensee a nonexclusive, perpetual worldwide license to make, have made, import, use, and/or develop any Program Invention(s), for which one or more employees of Licensor is/are the only Inventor(s) of such Program Invention and for which Licensee has a nonexclusive license, a nonexclusive right and license, during the Research Term, to practice any Program Invention and/or Joint Program Invention assigned to Licensor.

Licensor hereby grants to Licensee a perpetual, worldwide right and license under Licensor Intellectual Property, as applied specifically and solely to Licensee Compounds and/or Licensor Leads, with the right to grant sublicenses, to make, have made, modify, import, use, promote, offer to sell and sell Licensee Compounds and/or Licensor Leads for any purpose.

License Property
Product shall mean (a) any pharmaceutical formulation(s) containing one or more Licensee Compounds and/or Licensor Leads which is/are intended and promoted for human or animal use; or (b) a diagnostic product comprising one or more Licensee Compounds and/or Licensor Leads that is intended and promoted for the detection and/or monitoring of mycotic infections or diseases in humans, animals or plant protection; or (c) a plant protection formulation comprising one or more Licensee Compounds and/or Licensor Leads that is intended and promoted for the treatment, cure or prevention of mycotic  diseases or infections in plants.

Licensee Compound shall mean any synthetic chemical compound or biological material, which compound or material
        A.  is represented in compound libraries/collections owned or controlled by Licensee and/or Licensee Affiliate (where Affiliate' is defined hereinbelow) as of the Effective Date, whether or not the same compound or material is represented in compound libraries/collections owned or controlled by Licensor and/or Licensor Affiliate as of the Effective Date; or
        B.  is acquired by or prepared by Licensee independently of the Research Program; or
        C.  is acquired or prepared by Licensee under the Research Program, including any analog of any Licensor Compound (as defined hereinbelow) prepared by Licensee, but excluding any Licensor Compound prepared by Licensee; or
        D.  is discovered or identified by or for Licensee based on criteria developed under the Research Program.

Licensor Compound shall mean any synthetic chemical compound or biological material that has demonstrated antifungal activity according to Licensors translation inhibition screening assays, which  
        A. is either owned by or licensed, with permission to sublicense, to Licensor as of the Effective Date, including but not limited to a compound or material provided to Licensee by Licensor under the provisions of the Material Transfer Agreement between Licensor and Licensee effective June 7, 1995; or
        B. is in-licensed by, with the right to sublicense, or acquired by Licensor during the Research Term and which does not correspond to an Licensee Compound within Licensees or an Licensee Affiliates libraries/collections prior to the date of acquisition by Licensor; or
        C. is any salt, ester, amide, complex, chelate, hydrate, isomer, stereoisomer, crystalline or amorphous form, prodrug, metabolite, metabolic precursor, or analog of any of the above included compounds or materials.

Program Inventions shall mean all inventions, innovations, improvements, ideas, discoveries, technology, know-how, methods, applications and products (whether or not patentable) arising under the Research Program, which are conceived, derived, reduced to practice, made or developed during the term of and the four (4) months following conclusion of the Research Program by one or more individuals who are employees of one of the parties at the time of the inventive contribution of such individual(s).

Joint Program Inventions shall mean all inventions, innovations, improvements, ideas, discoveries, technology, know-how, methods, applications and products (whether or not patentable) arising under the Research Program, which are conceived, derived, reduced to practice, made or developed during the term of and the four (4) months following the conclusion of the Program by at least two individuals, at least one individual of which is an employee, at the time of the inventive contribution of such individual, of one of the parties hereto, and at least  one individual of which is an employee, at the time of the inventive contribution of such individual, of the other party hereto.

Licensor Lead shall mean a Licensor Compound which (a) in the judgment of the JMT under the Research Program, demonstrates selective fungal translation inhibition according to Licensors mycotic in vitro translation assays and mammalian in vitro translation assays; and (b) demonstrates an MIC equal to or less than 25ug/ml v. Candida albicans CCH 442, or such other Candida strain(s) agreed upon by the JMT; and (c) has a chemical structure amenable to modification through medicinal or combinatorial chemistry, as judged by the JMT. A compound or material shall cease to be a Licensor Lead if, after three (3) twelve (12) – month periods following the termination or expiration of the Research Term, Licensee has not Identified such compound or material to Licensor as among the up to ten (10) Licensor Leads that Licensee has selected as being those to which Licensee desires to retain exclusive rights, to the extent that Licensor can grant such exclusive rights.

Licensor is a drug discovery company focused on the identification of novel leads and the development of potential drug candidates for the treatment of infectious diseases.

Field of Use
Field shall mean the treatment, mitigation, cure, prevention, detection, and/or monitoring of fungal (mycotic) infections or diseases, not including those caused by Pneumocystis carinii, in humans, animals and/or plant protection.
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