COLLABORATION BETWEEN THE PARTIES AT EVERY STAGE OF RESEARCH AND DEVELOPMENT MEANS THAT NEITHER CAN OBTAIN A COMPETITIVE ADVANTAGE OVER THE OTHER AT ANY POINT IN THE INNOVATIVE CYCLE .
29 . THIS COLLABORATION COVERS THE TOTAL RESEARCH ACTIVITY OF THE PARTIES IN THE FIELD OF THE PRODUCT AND LINKS THE PARTIES FOR A CONSIDERABLE TIME .
IT IS TRUE THAT EITHER PARTY IS CONTRACTUALLY FREE TO UNDERTAKE INDEPENDENT RESEARCH AND DEVELOPMENT ON A SUBSTANCE WHICH THE OTHER PARTY DOES NOT WISH TO RETAIN IN THE JOINT PROGRAMME . HOWEVER , IF THE INDICATIONS ARE THAT A SUBSTANCE MAY BE WORTH FURTHER RESEARCH , BOTH PARTIES WILL WISH TO CONTINUE WITH IT AND INDEED COULD BE INCLINED TO FAVOUR THE JOINT RESEARCH TO THE DETRIMENT OF THEIR INDIVIDUAL RESEARCH IN OTHER FIELDS . CONSEQUENTLY , IT IS UNLIKELY TO BE REMOVED FROM THE JOINT PROGRAMME . CONVERSELY , THE RESULTS OF ANY SUCH INDEPENDENT RESEARCH MUST BE MADE AVAILABLE TO THE OTHER PARTY , FURTHER REDUCING THE INCENTIVE TO UNDERTAKE INDIVIDUAL RESEARCH .
30 . THERE ARE ALSO RESTRICTIONS ON INDIVIDUAL RESEARCH AND DEVELOPMENT UNDER THE TERMS OF THE AGREEMENT RELATING TO DISCONTINUATION . UNDER THE AGREEMENT , SHOULD ONE OF THE PARTIES WISH TO DISCONTINUE THE DEVELOPMENT PROGRAMME IT MAY DO SO BY GIVING WRITTEN NOTICE , IN WHICH CASE IT WILL BE ENTITLED TO A LICENCE TO MANUFACTURE , USE OR SELL ANY PRODUCT OF SUCCESSFUL RESEARCH UNDERTAKEN BY THE OTHER PARTY WHEN THE RESULTS ARE WHOLLY OR SUBSTANTIALLY BASED ON THE RESULTS OF THE PROJECT OR DEVELOPMENT PROGRAMME . SUCH LICENCES ARE , HOWEVER , ONLY OBTAINABLE ON PAYMENT TO THE CONTINUING PARTY OF UP TO 75 % OF ITS COSTS IN FURTHERANCE OF THE PROJECT OR DEVELOPMENT PROGRAMME . THIS CLEARLY COULD DISCOURAGE DISCONTINUATION AND THE COMMENCEMENT OF INDIVIDUAL RESEARCH .
31 . THE COLLABORATION IS NOT LIMITED TO RESEARCH AND DEVELOPMENT BUT EXTENDS TO THE PRODUCTION STAGE . THE PARTIES ARE REQUIRED TO EXCHANGE INFORMATION RELATING TO IMPROVEMENTS IN THE PRODUCTION OF THE DRUG SUBSTANCE AND PHARMACEUTICAL FORMS FOR 10 YEARS FROM FIRST MARKETING THE PRODUCT AND , DURING THE SAME PERIOD , ANY IMPROVEMENT OF WHICH EITHER PARTY MAY OBTAIN KNOWLEDGE EITHER THROUGH ITS OWN SCIENTIFIC OR COMMERCIAL EXPERIENCES OR THROUGH A THIRD PARTY MUST BE GIVEN TO THE OTHER PARTY WITH ALL RELEVANT DETAILS RELATING TO THE MODE OF WORKING OR USING THE IMPROVEMENT . BOTH PARTIES WILL , THEREFORE , BE ABLE TO COMBINE THEIR KNOWLEDGE AND EXPERTISE IN ORDER TO IMPROVE THE PRODUCT , WITH THE RESULT THAT IT WILL HAVE , DURING THE PERIOD OF THE AGREEMENT , THE SAME COMPOSITION , PROPERTIES AND APPLICATION .
32 . IN ALL THESE RESPECTS THE AGREEMENT IMPOSES AN APPRECIABLE RESTRICTION UPON COMPETITION BETWEEN THE PARTIES DURING THE RESEARCH AND DEVELOPMENT PROGRAMME AND DURING THE FIRST 10 YEARS OF PRODUCTION AND MARKETING THE PRODUCT . DURING THIS PERIOD BOTH PARTIES HAVE AVAILABLE TO THEM THE SAME TECHNICAL AND PHARMACOLOGICAL KNOWLEDGE IN THE FIELD