[***] = CERTAIN CONFIDENTIAL INFORMATION CONTAINED IN THIS DOCUMENT, MARKED BY BRACKETS, HAS BEEN
OMITTED BECAUSE THE INFORMATION (I) IS NOT MATERIAL AND (II) WOULD BE COMPETITIVELY HARMFUL IF PUBLICLY
Heat means Heat Biologics, Inc.
Heat License Agreement means that certain Exclusive License Agreement, dated as of June 3, 2016, by and between Shattuck and Heat.
HSR Act means the Hart-Scott-Rodino Antitrust Improvements Act of 1976.
Intellectual Property means Patent Rights, Know-How, trade names, trademarks, copyright, trade dress, industrial and other designs, sequences, and all other forms of intellectual property, all whether or not registered, capable of registration, published or unpublished.
In Vitro Efficacy Studies means, with respect to each Development Molecule, the in vitro studies to be conducted with respect to such Development Molecule, as described in further detail in the Development Plan. The Parties intend that the In Vitro Efficacy Studies will be conducted, and the results thereof will be provided to Millennium, prior to [***].
JDC Chair has the meaning set out in Section 3.1(c).
Joint Development Committee or JDC has the meaning set out in Section 3.1(a).
Joint Patent Committee or JPC has the meaning set out in Section 6.3(c).
JPC Chair has the meaning set out in Section 6.3(c)(i).
Know-How means any and all proprietary know-how, inventions, discoveries, trade secrets, information, data and materials, including ideas, concepts, formulas, methods, assays, practices, processes, software, sequences, devices, techniques, procedures, designs, compositions, constructs, compounds, plans, applications, research, preclinical and clinical data, regulatory information, manufacturing process, scale-up and other technical data, reports, documentation and samples, including: biological, chemical, pharmacological, toxicological, pharmaceutical, physical and analytical, pre-clinical, clinical, safety, manufacturing and quality control data and information, including study designs and protocols, in each case whether or not patentable and that is not generally known. Know-How excludes Patent Right(s).
Laboratory Notebooks has the meaning set out in Section 2.5(a).
License Agreement means, individually, each DM License Agreement and SM License Agreement entered into by the Parties pursuant to the terms hereof, and License Agreements means, collectively, all, DM License Agreements and SM License Agreements entered into by the Parties pursuant to the terms hereof.
License Effective Date has the meaning set out in Section 4.1(e).
License Fee has the meaning set out in Section 4.1(c)(i).