THE END OF THE RESEARCH TERM.
SECTION 3.10
RESEARCH PROGRAM RECORDS.
PHARMACOPEIA
WILL MAINTAIN COMPLETE AND ACCURATE RECORDS OF ALL WORK CONDUCTED IN THE
PERFORMANCE OF THE RESEARCH PROGRAM AND ALL RESULTS, DATA, INVENTIONS AND
DEVELOPMENTS MADE IN THE PERFORMANCE OF THE RESEARCH PROGRAM.
SUCH RECORDS WILL
BE IN SUFFICIENT DETAIL AND IN GOOD SCIENTIFIC MANNER APPROPRIATE FOR PATENT AND
REGULATORY PURPOSES.
PHARMACOPEIA SHALL MAINTAIN APPROPRIATE RECORDS SUFFICIENT
TO DOCUMENT THE WORK PERFORMED BY EACH OF THE INDIVIDUALS COMPRISING THE FTES
WORKING IN SUPPORT OF THE RESEARCH PROGRAM AND THE TIME SUCH INDIVIDUALS SPENT
WORKING IN SUPPORT OF THE RESEARCH PROGRAM.
PHARMACOPEIA SHALL PROVIDE BMS THE
RIGHT TO INSPECT SUCH RECORDS, AND SHALL PROVIDE COPIES OF ALL REQUESTED
RECORDS, TO THE EXTENT REASONABLY REQUIRED FOR THE PERFORMANCE OF BMS' RIGHTS
AND OBLIGATIONS UNDER THIS AGREEMENT; PROVIDED HOWEVER, THAT BMS SHALL MAINTAIN
SUCH RECORDS AND THE INFORMATION OF PHARMACOPEIA IN CONFIDENCE IN ACCORDANCE
13
WITH ARTICLE 7 HEREOF AND SHALL NOT USE SUCH RECORDS OR INFORMATION EXCEPT TO
THE EXTENT OTHERWISE PERMITTED BY THIS AGREEMENT.
EACH PARTY AGREES TO MAINTAIN A POLICY THAT REQUIRES ITS EMPLOYEES TO RECORD AND
MAINTAIN ALL DATA AND INFORMATION DEVELOPED DURING THE RESEARCH PROGRAM IN SUCH
A MANNER AS TO ENABLE THE PARTIES TO USE SUCH RECORDS TO ESTABLISH THE EARLIEST
DATE OF INVENTION AND/OR DILIGENCE TO REDUCTION TO PRACTICE.
AT A MINIMUM, THE
POLICY SHALL REQUIRE SUCH INDIVIDUALS TO RECORD ALL INVENTIONS GENERATED BY THEM
IN STANDARD LABORATORY NOTEBOOKS OR OTHER SUITABLE MEANS THAT ARE DATED AND
CORROBORATED BY NON-INVENTORS ON A REGULAR, CONTEMPORANEOUS BASIS.
SECTION 3.11
DISCLOSURE OF RESULTS OF RESEARCH
PROGRAM.
THE RESULTS OF ALL WORK PERFORMED BY THE PARTIES AS PART OF THE
RESEARCH PROGRAM SHALL BE PROMPTLY DISCLOSED TO THE OTHER PARTY IN A REASONABLE
MANNER AS SUCH RESULTS ARE OBTAINED.
PHARMACOPEIA SHALL PROVIDE BMS MONTHLY
WITH REPORTS OF THE WORK PERFORMED UNDER THE RESEARCH PROGRAM AND THE RESEARCH
RESULTS IN A FORMAT ACCEPTABLE TO THE WORKING GROUP AND JRC.
PHARMACOPEIA AND
BMS WILL PROVIDE REPORTS AND ANALYSES AT EACH JRC MEETING, AND MORE FREQUENTLY
ON REASONABLE REQUEST BY THE JRC, DETAILING THE CURRENT STATUS OF THE RESEARCH
PROGRAM, INCLUDING BUT NOT LIMITED TO THE UTILIZATION OF THE PHARMACOPEIA
RESEARCH PERSONNEL.
WITHIN THIRTY (30) DAYS FOLLOWING THE END OF EACH CALENDAR
QUARTER, PHARMACOPEIA AND BMS ALLIANCE MANAGERS AND/OR JRC MEMBERS, AS
APPLICABLE, SHALL EXCHANGE AND PROVIDE TO THE JRC A REPORT IN A MUTUALLY
ACCEPTABLE FORMAT SUMMARIZING IN REASONABLE DETAIL THE WORK PERFORMED UNDER THE
RESEARCH PROGRAM AND RESULTS ACHIEVED DURING THE PRECEDING CALENDAR QUARTER.
THE RESULTS, REPORTS, ANALYSES AND OTHER INFORMATION REGARDING THE RESEARCH
PROGRAM DISCLOSED BY ONE PARTY TO THE OTHER PARTY PURSUANT HERETO MAY BE USED
ONLY IN ACCORDANCE WITH THE RIGHTS GRANTED AND OTHER TERMS AND CONDITIONS UNDER
THIS AGREEMENT.
UPON REASONABLE REQUEST BY BMS, PHARMACOPEIA SHALL PROVIDE BMS
WITH ADDITIONAL DATA, RESULTS AND OTHER INFORMATION WITH RESPECT TO THE WORK
PERFORMED BY PHARMACOPEIA IN THE PERFORMANCE OF THE RESEARCH PROGRAM.
ANY
REPORTS REQUIRED UNDER THIS