Extract to table

gov under identifier NCT05928174, for the purpose of evaluating the efficacy and safety of penterafenib versus placebo in patients with advanced HCC who have received prior systemic therapy; WHEREAS, Veridian operates a network of thirty-eight (38) academic medical centers and affiliated research institutions located across fourteen (14) states in the United States, with an annual research volume of approximately One Billion Four Hundred Million Dollars ($1,400,000,000), and maintains a robust infrastructure for the conduct of multi-center clinical trials in oncology and other therapeutic areas; WHEREAS, Penterra desires to engage Veridian and its member institutions to serve as clinical trial sites for the CLARION trial, and Veridian desires to participate in the conduct of the CLARION trial at multiple sites within the Veridian Network, subject to the terms and conditions set forth herein; WHEREAS, the Parties wish to set forth the terms and conditions governing the conduct of the CLARION trial at Veridian Network sites, including the obligations and responsibilities of each Party, financial terms providing for total compensation in the aggregate amount of Eighty Million Dollars ($80,000,000), indemnification provisions, intellectual property rights, confidentiality obligations, regulatory compliance requirements, and other matters related thereto; NOW, THEREFORE, in consideration of the mutual covenants, representations, warranties, and agreements set forth herein, and for other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the Parties agree as follows: ARTICLE I — DEFINITIONS As used in this Agreement, the following terms shall have the meanings set forth below

Capitalized terms used but not defined in this Article I shall have the meanings ascribed to them elsewhere in this Agreement

15 "Individual Site Agreement" means the joinder agreement to be executed by each Participating Site substantially in the form attached hereto as Exhibit C, pursuant to which each Participating Site agrees to be bound by the terms and conditions of this Agreement and the Protocol with respect to the conduct of the CLARION Trial at such Participating Site

Each Participating Site within the Veridian Network that wishes to participate in the CLARION Trial shall execute an Individual Site Agreement substantially in the form attached hereto as Exhibit C

Each Individual Site Agreement shall incorporate the terms and conditions of this Agreement by reference and shall set forth any site-specific terms, including the identity of the principal investigator and key study personnel at such Site

The Global Principal Investigator and Co-Principal Investigator shall have the responsibilities set forth in the Protocol and in their respective Investigator Undertakings executed in the form of Exhibit I