SYSTEMS TO TDCC, INCLUDING*; (2)
DEPLOYMENT, AND UTILIZATION OF SYMYX RENAISSANCE® SOFTWARE ACROSS TDCC RESEARCH
AND DEVELOPMENT AS A STANDARD AUTOMATION, DATA HANDLING, AND INFORMATICS
PLATFORM WITH APPROXIMATELY * TDCC RESEARCHERS CONTEMPLATED AS USERS BY THE END
OF THE PROGRAM TERM, EXCLUSIVE OF USERS UNDER SECTION 7.7; (3) EXECUTION OF
APPROXIMATELY * RESEARCH PROGRAMS WITHIN THE FIELDS WITH THE GOAL OF (I)
DISCOVERING COMMERCIALLY VIABLE MATERIALS FOR USE IN SUCH FIELDS, AND (II)
DEVELOPING HIGH-THROUGHPUT WORKFLOWS, EQUIPMENT OR INSTRUMENTS PRIOR TO THE
PURCHASE AND TRANSFER OF A RELATED DISCOVERY TOOLS SYSTEM (E.G.,*); AND (4)
PROVISION OF KNOW-HOW TRANSFER, TRAINING, AND HIGH-THROUGHPUT INTELLECTUAL
PROPERTY LICENSES TO ENABLE TDCC TO CONDUCT HIGH THROUGHPUT RESEARCH AND
DEVELOPMENT.
1.6
"COMBINATORIAL CHEMISTRY TECHNOLOGY" SHALL
MEAN COMBINATORIAL CHEMISTRY PATENT RIGHTS AND COMBINATORIAL CHEMISTRY KNOW-HOW.
1.6.1
"COMBINATORIAL CHEMISTRY PATENT RIGHTS" SHALL MEAN
(I) ALL PATENT APPLICATIONS (U.S. AND OTHER) CLAIMING ANY INVENTIONS OR
DISCOVERIES RELATED TO COMBINATORIAL CHEMISTRY, (II) ALL DIVISIONS,
SUBSTITUTIONS, CONTINUATIONS, CONTINUATION-IN-PART APPLICATIONS, PATENTS OF
ADDITION, AND REISSUES, RE-EXAMINATIONS AND EXTENSIONS OF (I) ABOVE, AND
(III) PATENTS, UTILITY MODELS OR SIMILAR GRANTS OF RIGHTS ISSUING FROM ANY OF
THE PRECEDING OF (I) OR (II) ABOVE.
1.6.2
"COMBINATORIAL CHEMISTRY KNOW-HOW" SHALL MEAN
INVENTIONS, INFORMATION, DATA, OR MATERIALS RELATED TO COMBINATORIAL CHEMISTRY,
EXCLUDING ANY INVENTIONS CLAIMED IN THE COMBINATORIAL CHEMISTRY PATENT RIGHTS.
1.6.3
"COMBINATORIAL CHEMISTRY" SHALL MEAN TECHNIQUES,
METHODOLOGIES, PROCESSES, SYNTHETIC ROUTES OR INSTRUMENTATION USEFUL FOR THE
SIMULTANEOUS, PARALLEL OR RAPID SERIAL: (I) SYNTHESIS, (II) PROCESSING,
(III) ANALYSIS, OR (IV) CHARACTERIZATION OF MORE THAN * COMPOUNDS, COMPOSITIONS
OR MIXTURES IN QUANTITIES OF LESS THAN * FOR PURPOSES OF RESEARCH AND
DEVELOPMENT EXPERIMENTATION (I.E., NOT PRODUCTION PROCESSES OR THE PROCESS
CONTROL, THE QUALITY CONTROL OR THE MONITORING OF SUCH OPERATIONS.), BUT SHALL
NOT REFER TO PARTICULAR COMPOSITIONS OF MATTER, MATERIALS, COMPOUNDS OR
FORMULATIONS (E.G.*, ETC.) OR PROCESSES TO MAKE OR USE SUCH PARTICULAR
COMPOSITIONS OF MATTER, MATERIALS, COMPOUNDS OR FORMULATIONS.
Confidential
2
1.7
"CONFIDENTIAL INFORMATION" SHALL MEAN ANY
INFORMATION DISCLOSED BY ONE PARTY (OR BY AN AFFILIATE OF A PARTY ON BEHALF OF
THAT PARTY) TO THE OTHER PARTY OR ITS REPRESENTATIVES IN CONNECTION WITH THIS
AGREEMENT WHICH IS IN WRITTEN, GRAPHIC, MACHINE READABLE OR OTHER TANGIBLE FORM
AND IS MARKED "CONFIDENTIAL" OR "PROPRIETARY" OR IN SOME OTHER MANNER TO
INDICATE ITS CONFIDENTIAL NATURE.
CONFIDENTIAL INFORMATION MAY ALSO INCLUDE
INFORMATION THAT IS DISCLOSED ORALLY OR BY OBSERVATION, PROVIDED THAT SUCH
INFORMATION IS DESIGNATED AS CONFIDENTIAL AT THE TIME OF DISCLOSURE AND
CONFIRMED IN WRITING AS CONFIDENTIAL WITHIN THIRTY (30) DAYS AFTER SUCH
DISCLOSURE.
1.8
*
1.9
"DESIGNATED COMPOUND" SHALL HAVE THE MEANING
SET FORTH IN SECTION 4.1.3.
1.10
"DESIGNATED PRODUCT" SHALL HAVE THE MEANING SET
FORTH IN SECTION 4.1.3.
1.11
"DERIVATIVE COMPOUND" SHALL MEAN ANY COMPOUND OR
MIXTURE OR COMPOSITION OF MATTER THAT IS DERIVED BY OR UNDER AUTHORITY OF TDCC
OR ITS AFFILIATES FROM A LIBRARY COMPOUND.
AS USED IN THIS AGREEMENT, A
COMPOUND, MIXTURE OR COMPOSITION OF MATTER SHALL BE DEEMED TO HAVE BEEN "DERIVED
FROM" A LIBRARY COMPOUND IF IT*.
DERIVATIVE COMPOUND SHALL ALSO