Common use of Meetings Clause in Contracts

Meetings. The JCC will meet at least once per [***] unless the Parties mutually agree in writing to a different frequency. No later than [***] prior to any meeting of the JCC (or such shorter time period as the Parties may agree), the Alliance Managers will prepare and circulate an agenda for such meeting; provided, however, that either Party will be free to propose additional topics to be included on such agenda, either prior to or in the course of such meeting. Either Party may also call a special meeting of the JCC (by videoconference, teleconference or in person) by providing at least [***] prior written notice to the other Party if such Party reasonably believes that a significant matter must be addressed prior to the next scheduled meeting, in which event such Party will work with the chairperson of the JCC to provide the members of the JCC no later than [***] prior to the special meeting with an agenda for the meeting and materials reasonably adequate to enable an informed decision. The JCC may meet in person, by videoconference, or by teleconference. In-person JCC meetings will be held at locations in the United States alternately selected by Surface and by Novartis or at any other location mutually agreed by the members of the JCC. Meetings of the JCC will be effective only if at least one (1) representative of each Party is present or participating in such meeting. Each Party will report to the JCC on all material issues relating to the Commercialization of Regional Licensed Products promptly after such issues arise. Each Party will bear the expense of its respective JCC members’ participation in JCC meetings. The JCC chairperson will be responsible for preparing reasonably detailed written minutes of JCC meetings that reflect all decisions made and action items identified at such meetings. The JCC chairperson will send meeting minutes to each member of the JCC for review and approval within [***] after each JCC meeting. Minutes will be deemed approved unless [***] members of the JCC object to the accuracy of such minutes within [***] of receipt. Minutes will be officially endorsed by the JCC at the next JCC meeting, and will be signed by the Alliance Managers.

Appears in 4 contracts

Samples: Collaboration Agreement (Coherus BioSciences, Inc.), Collaboration Agreement (Surface Oncology, Inc.), Collaboration Agreement (Surface Oncology, Inc.)

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Meetings. The JCC JSC will meet at least once per [***] during the Term unless the Parties mutually agree in writing to a different frequency. No later than [***] Business Days prior to any meeting of the JCC JSC (or such shorter time period as the Parties may agree), the Alliance Managers will prepare and circulate an agenda for such meeting; provided, however, that either Party will be free to may propose additional topics to be included on such agenda, either prior to or in the course of such meeting. Either Party may also call a special meeting of the JCC JSC (by videoconference, teleconference or in person) by providing at least [***] Business Days prior written notice to the other Party if such Party reasonably believes that a significant matter must be addressed prior to the next scheduled meeting, in which event such Party will work with the chairperson of the JCC JSC and the Alliance Managers of both Parties to provide the members of the JCC JSC no later than [***] Business Days prior to the special meeting with an agenda for the meeting and materials reasonably adequate to enable an informed decisiondecision on the matters to be considered. The JCC JSC may meet in person, by videoconference, videoconference or by teleconference. Notwithstanding the foregoing, at least one (1) meeting per [***] will be in person unless the Parties mutually agree in writing to waive such requirement. In-person JCC JSC meetings will be held at locations in the United States alternately selected by Surface and by Novartis or at any other location mutually agreed by the members of the JCC. Meetings of the JCC will be effective only if at least one (1) representative of each Party is present or participating in such meeting. Each Party will report to the JCC on all material issues relating to the Commercialization of Regional Licensed Products promptly after such issues ariseNovartis. Each Party will bear the expense of its respective JCC JSC members’ participation in JCC JSC meetings. Meetings of the JSC will be effective only if at least [***] representative of each Party (which representative is not such Party’s Alliance Manager) is present or participating in such meeting. The JCC chairperson Alliance Managers will be responsible for preparing reasonably detailed written minutes of JCC all JSC meetings that reflect all material decisions made and action items identified at such meetings. The JCC chairperson Alliance Managers will send draft meeting minutes to each member of the JCC JSC for review and approval within [***] Business Days after each JCC JSC meeting. Minutes Such minutes will be deemed approved unless [***] members of the JCC object JSC objects to the accuracy of such minutes within [***] Business Days of receipt. Minutes will be officially endorsed by the JCC JSC at the next JCC JSC meeting, and will be signed by the Alliance Managers.

Appears in 4 contracts

Samples: Collaboration Agreement (Coherus BioSciences, Inc.), Collaboration Agreement (Surface Oncology, Inc.), Collaboration Agreement (Surface Oncology, Inc.)

Meetings. The JCC will JRDC shall meet at least once per [***] per Calendar Quarter, unless the Parties mutually agree in writing to a different frequencyfrequency for such meetings. Either Party may also call a special meeting of the JRDC (by videoconference or teleconference) by at least […***…] prior written notice to the other Party in the event such Party reasonably believes that a significant matter must be addressed prior to the next regularly scheduled meeting, and such Party shall provide the JRDC, no later than […***…] prior to the special meeting, with materials reasonably adequate to enable an informed decision. No later than [***] prior to any meeting of the JCC (or such shorter time period as the Parties may agree)JRDC, the Alliance Managers will chairperson of the JRDC shall prepare and circulate an agenda for such meeting; provided, however, that either Party will be free to may propose additional topics to be included on such agenda, either prior to or in the course of such meeting. Either Party may also call a special meeting of the JCC (by videoconference, teleconference or in person) by providing at least [***] prior written notice to the other Party if such Party reasonably believes that a significant matter must be addressed prior to the next scheduled meeting, in which event such Party will work with the chairperson of the JCC to provide the members of the JCC no later than [***] prior to the special meeting with an agenda for the meeting and materials reasonably adequate to enable an informed decision. The JCC JRDC may meet in person, by videoconference, videoconference or by teleconference, provided, however, at least […***…] shall be in person unless the Parties mutually agree in writing to waive such requirement in lieu of a videoconference or teleconference. In-person JCC JRDC meetings will shall be held at locations in the United States alternately selected by Surface Dimension and by Novartis or at any other location mutually agreed by Bayer. Each Party shall bear the members expense of the JCCits respective JRDC members’ participation in JRDC meetings. Meetings of the JCC will JRDC shall be effective only if at least one (1) representative of each Party is present or participating in such meeting. Each Party will report to The chairperson of the JCC on all material issues relating to the Commercialization of Regional Licensed Products promptly after such issues arise. Each Party will bear the expense of its respective JCC members’ participation in JCC meetings. The JCC chairperson will JRDC shall be responsible for preparing reasonably detailed written minutes of JCC all JRDC meetings that reflect reflect, without limitation, all material decisions made and action items identified at such meetings. The JCC JRDC chairperson will shall send draft meeting minutes to each member of the JCC JRDC for review and approval within [***] after each JCC JRDC meeting. Minutes will Such minutes shall be deemed approved unless [***] one or more members of the JCC object JRDC objects to the accuracy of such minutes within [***] of receipt. Minutes will be officially endorsed by the JCC at the next JCC meeting, and will be signed by the Alliance Managers.

Appears in 4 contracts

Samples: Collaboration and License Agreement (Ultragenyx Pharmaceutical Inc.), Collaboration and License Agreement (Dimension Therapeutics, Inc.), Collaboration and License Agreement (Dimension Therapeutics, Inc.)

Meetings. The JCC JDC will meet at least once per [***] unless the Parties mutually agree in writing to a different frequency. No later than [***] prior to any meeting of the JCC JDC (or such shorter time period as the Parties may agree), the Alliance Managers will prepare and circulate an agenda for such meeting; provided, however, that either Party will be free to propose additional topics to be included on such agenda, either prior to or in the course of such meeting. Either Party may also call a special meeting of the JCC JDC (by videoconference, teleconference or in person) by providing at least [***] prior written notice to the other Party if such Party reasonably believes that a significant matter must be addressed prior to the next scheduled meeting, in which event such Party will work with the chairperson of the JCC Alliance Manager to provide the members of the JCC JDC no later than [***] prior to the special meeting with an agenda for the meeting and materials reasonably adequate to enable an informed decision. The JCC JDC may meet in person, by videoconference, or by teleconference. In-person JCC JDC meetings will be held at locations in the United States alternately selected by Surface and by Novartis or at any other location mutually agreed by the members of the JCC. Meetings of the JCC will be effective only if at least one (1) representative of each Party is present or participating in such meetingJDC. Each Party will report to the JCC JDC on all material issues CERTAIN CONFIDENTIAL PORTIONS OF THIS EXHIBIT WERE OMITTED AND REPLACED WITH “[***]”. A COMPLETE VERSION OF THIS EXHIBIT HAS BEEN FILED SEPARATELY WITH THE SECRETARY OF THE SECURITIES AND EXCHANGE COMMISSION PURSUANT TO AN APPLICATION REQUESTING CONFIDENTIAL TREATMENT PURSUANT TO RULE 406 PROMULGATED UNDER THE SECURITIES ACT OF 1933, AS AMENDED. relating to the Commercialization Development of Regional Antibody Candidates and Licensed Products for and in the Territory promptly after such issues arise. Each Party will bear the expense of its respective JCC JDC members’ participation in JCC JDC meetings. The JCC JDC chairperson will be responsible for preparing reasonably detailed written minutes of JCC JDC meetings that reflect all decisions made and action items identified at such meetings. The JCC JDC chairperson will send meeting minutes to each member of the JCC JDC for review and approval within [***] after each JCC JDC meeting. Minutes will be deemed approved unless [***] members of the JCC object JDC objects to the accuracy of such minutes within [***] of receipt. Minutes will be officially endorsed by the JCC JDC at the next JCC JDC meeting, and will be signed by the Alliance Managers.

Appears in 3 contracts

Samples: Collaboration Agreement (Surface Oncology, Inc.), Collaboration Agreement (Surface Oncology, Inc.), Collaboration Agreement (Surface Oncology, Inc.)

Meetings. The JCC JRC will meet at least once per [***] unless the Parties mutually agree in writing to a different frequency. No later than [***] prior to any meeting of the JCC JRC (or such shorter time period as the Parties may agree), the Alliance Managers will prepare and circulate an agenda for such meeting; provided, however, that either Party will be free to propose additional topics to be included on such agenda, either prior to or in the course of such meeting. Either Party may also call a special meeting of the JCC JRC (by videoconference, teleconference or in person) by providing at least [***] prior written notice to the other Party if such Party reasonably believes that a significant matter must be addressed prior to the next scheduled meeting, in which event such Party will work with the chairperson of the JCC Alliance Manager to provide the members of the JCC JRC no later than [***] prior to the special meeting with an agenda for the meeting and materials reasonably adequate to enable an informed decision. The JCC JRC may meet in person, by videoconference, or by teleconference. In-person JCC JRC meetings will be held at locations in the United States alternately selected by Surface and by Novartis or at any other location mutually agreed by the members of the JCC. Meetings of the JCC will be effective only if at least one (1) representative of each Party is present or participating in such meetingJRC. Each Party will report to the JCC JRC on all material issues relating to the Commercialization Research of Regional Licensed Products Antibody Candidates promptly after such issues arise. Each Party will bear the expense of its respective JCC JRC members’ participation in JCC JRC meetings. The JCC JRC chairperson will be responsible for preparing reasonably detailed written minutes of JCC JRC meetings that reflect all decisions made and action items identified at such meetings. The JCC JRC chairperson will send meeting minutes to each member of the JCC JRC for review and approval within [***] after each JCC JRC meeting. Minutes will be deemed approved unless [***] members of the JCC object JRC objects to the accuracy of such minutes within [***] of receipt. Minutes will be officially endorsed by the JCC JRC at the next JCC JRC meeting, and will be signed by the Alliance Managers. CERTAIN CONFIDENTIAL PORTIONS OF THIS EXHIBIT WERE OMITTED AND REPLACED WITH “[***]”. A COMPLETE VERSION OF THIS EXHIBIT HAS BEEN FILED SEPARATELY WITH THE SECRETARY OF THE SECURITIES AND EXCHANGE COMMISSION PURSUANT TO AN APPLICATION REQUESTING CONFIDENTIAL TREATMENT PURSUANT TO RULE 406 PROMULGATED UNDER THE SECURITIES ACT OF 1933, AS AMENDED.

Appears in 3 contracts

Samples: Collaboration Agreement (Surface Oncology, Inc.), Collaboration Agreement (Surface Oncology, Inc.), Collaboration Agreement (Surface Oncology, Inc.)

Meetings. The JCC will meet at least once per [***] unless the Parties mutually agree in writing to a different frequency. No later than [***] prior to any meeting of the JCC (or such shorter time period after its formation and for as long as the Parties jointly Develop, Manufacture and/or Commercialize the Opt-In Product. The Joint Steering Committee may agree)conduct such meetings by telephone, videoconference, or in person as determined by the Alliance Managers will prepare and circulate an agenda for such meeting; chair, provided, however, that either Party will be free the Joint Steering shall to propose additional topics to be included on such agenda, either prior to or the extent reasonably possible meet in the course of such meeting. Either Party may also call a special meeting of the JCC (by videoconference, teleconference or in person) by providing person at least [*****] every calendar year. Each Party’s Alliance Manager will ensure that its Joint Steering Committee members receive adequate notice of such meetings. A Party may call special meetings of the Joint Steering Committee with at least [*****] prior written notice, except in exigent circumstances, to resolve particular matters requested by a Party and within the decision-making responsibility of the Joint Steering Committee. Meetings of the Joint Steering Committee fulfill the requirements of this Section 9.9.3 only if at least [*****] representatives of each Party participate in such meeting. Each Party may invite a reasonable number of participants, in addition to its representatives, to attend Joint Steering Committee meetings; provided that if either Party intends to have any Third Party (including any consultant) attend such a meeting, such Party shall provide prior written notice to the other Party. Such Party if shall ensure that such Third Party reasonably believes that a significant matter must is bound by confidentiality and non-use obligations consistent with the terms of this Agreement. Each Party is responsible for its own expenses incurred in connection with participating in and attending all such meetings. The Alliance Manager of the Party chairing the meeting shall record the minutes of the Joint Steering Committee meeting in writing. Such minutes shall be addressed prior circulated to the next scheduled meeting, in which event such Party will work with the chairperson of the JCC to provide the members of the JCC other Party’s Alliance Manager no later than [*****] prior to the special meeting with an agenda for following the meeting for review, comment and materials reasonably adequate to enable an informed decision. The JCC may meet in person, by videoconference, or by teleconference. In-person JCC meetings will be held at locations in the United States alternately selected by Surface and by Novartis or at any other location mutually agreed by the members approval of the JCCother Party. Meetings of the JCC will be effective only if at least one (1) representative of each Party is present or participating in such meeting. Each Party will report to the JCC on all material issues relating to the Commercialization of Regional Licensed Products promptly after such issues arise. Each Party will bear the expense of its respective JCC members’ participation in JCC meetings. The JCC chairperson will be responsible for preparing reasonably detailed written minutes of JCC meetings that reflect all decisions made and action items identified at such meetings. The JCC chairperson will send meeting minutes to each member of the JCC for review and approval If no comments are received within [***] after each JCC meeting. Minutes will be deemed approved unless [***] members of the JCC object receipt of the minutes by the other Party, unless otherwise agreed, they shall be deemed to be approved by the accuracy of such other Party. Furthermore, if the Parties are unable to reach agreement on the minutes within [*****] of receipt. Minutes will be officially endorsed by the JCC at the next JCC applicable meeting, and will the sections of the minutes that have been mutually agreed between the Parties by that date shall be signed by deemed approved and, in addition, each Party shall record in the Alliance Managerssame document its own version of those sections of the minutes on which the Parties were not able to agree.

Appears in 3 contracts

Samples: Collaboration and License Agreement (CureVac B.V.), Collaboration and License Agreement (CureVac B.V.), Collaboration and License Agreement (CureVac B.V.)

Meetings. The JCC Joint Research Committee shall hold its first meeting, in person, within thirty (30) days after the Effective Date. The JRC will meet at least once per on a [***] unless basis, or at such other frequency as the Parties mutually agree agree, in writing person or by telephone at mutually acceptable times and locations. Prior to a different frequency. No later than each [***] prior to any meeting of the JCC (or such shorter time period as the Parties may agree)JRC, the Alliance Managers each Party will prepare and circulate an agenda for such meeting; provided, however, that either Party will be free to propose additional topics to be included on such agenda, either prior to or in the course of such meeting. Either Party may also call a special meeting of the JCC (by videoconference, teleconference or in person) by providing at least [***] prior written notice deliver to the other Party if such Party reasonably believes that a significant matter must be addressed prior report of the status and results of its Research Program activities and, to the next scheduled meetingextent not covered by a confidentiality obligation owed to any Third Party, a report on any other activities related to protein antagonists of XXX and, in which event such Party the case of COBI, a report on COBI’s other activities related to the research and development of Licensed Products since the last report. Each report delivered under the preceding sentence will work with be in a format mutually agreed upon by the Parties. A representative of COBI shall serve as the chairperson of the JCC JRC. The chairperson will be responsible for leading meetings, but will otherwise have no greater authority on the JRC than any other member. A JRC member designated by AVEO will serve as secretary of the meetings of the JRC. The secretary will be responsible for promptly preparing and distributing to provide the all members of the JCC no later than [***] prior to JRC draft minutes of meetings for review and comment, including a list of all actions and decisions approved by the special meeting with an agenda for the meeting and materials reasonably adequate to enable an informed decisionJRC. The JCC may meet in person, by videoconference, or by teleconference. In-person JCC meetings minutes of each meeting of the JRC will be held at locations in the United States alternately selected by Surface and by Novartis or at any other location mutually agreed formally approved by the members of the JCC. Meetings of the JCC will be effective only if JRC at least one (1) representative of each Party is present or participating in such its next regularly scheduled meeting. Each Party will report use reasonable efforts to cause its representatives to attend meetings of the JRC. In addition, each Party may, at its discretion, invite a reasonable number of non-member employees, and, with the consent of the other Party, consultants and scientific advisors, to attend meetings of the JRC or the relevant portion thereof; provided, that any such consultants and scientific advisors are bound by written obligations of confidentiality and restrictions on use of Confidential Information at least as stringent as those set forth in Article VI. During the Research Term the working groups from each Party will hold informal update meetings, in person or by videoconference or teleconference, on a monthly basis, which such meetings shall be in addition to the JCC on all material issues relating to the Commercialization of Regional Licensed Products promptly after such issues arise. Each Party will bear the expense of its respective JCC members’ participation in JCC meetings. The JCC chairperson will be responsible for preparing reasonably detailed written minutes of JCC JRC meetings that reflect all decisions made and action items identified at such meetings. The JCC chairperson will send meeting minutes to each member of the JCC for review and approval within [***] after each JCC meeting. Minutes will be deemed approved unless [***] members of the JCC object to the accuracy of such minutes within [***] of receipt. Minutes will be officially endorsed by the JCC at the next JCC meeting, and will be signed by the Alliance Managersheld under this Section 2.3(c).

Appears in 3 contracts

Samples: Research and License Agreement, Research and License Agreement (Aveo Pharmaceuticals Inc), Research and License Agreement (Aveo Pharmaceuticals Inc)

Meetings. The JCC will JSC shall meet at least once per [***] calendar quarter during the Term unless the Parties mutually agree in writing to a different frequency. No later than [***] Business Days prior to any meeting of the JCC (or such shorter time period as the Parties may agree)JSC, the Alliance Managers will Manager of the Party whose representative is the chairperson, in collaboration with the chairperson of the JSC, shall prepare and circulate an agenda for such meeting; provided, however, that either Party will be free to may propose additional topics to be included on such agenda, either prior to or in the course of such meeting. Either Party may also call a special meeting of the JCC (by videoconference, teleconference or in person) JSC by providing at least [***] Business Days (or, in the case of meetings to determine if a Clinical Trial constitutes a Triggering Clinical Trial or, if or when a Qualifying Data Package has been delivered, […***…] Business Days) prior written notice to the other Party if such Party reasonably believes that a significant matter must be addressed prior to the next scheduled meeting, in which event such Party will shall work with the chairperson of the JCC JSC and Alliance Managers of each Party to provide the members of the JCC JSC no later than [***] Business Days prior to the special meeting with an agenda for the meeting and materials reasonably adequate to enable an informed decisiondecision on the matters to be considered. The JCC Parties may mutually agree to additional meetings on shorter or longer notice in the event that matters arise requiring JSC consideration. The JSC may meet in in-person, by videoconference, videoconference or by teleconference. Notwithstanding the foregoing, at least one (1) meeting per calendar year shall be in-person unless the Parties mutually agree in writing to waive such requirement. In-person JCC JSC meetings will be held at locations in the United States alternately selected by Surface Galapagos and by Novartis Gilead, with […***…] selecting the location of the first in-person JSC meeting, or at any other location mutually agreed by the members of the JCCJSC. Each Party shall bear the cost and expense of its respective JSC members’ participation in JSC meetings. Meetings of the JCC will JSC shall be effective only if at least one two (12) representative representatives of each Party is (which representatives are not such Party’s Alliance Manager) are present or participating in such meeting. Each The Alliance Manager of the Party will report to whose representative is the JCC on all material issues relating to the Commercialization of Regional Licensed Products promptly after such issues arise. Each Party will bear the expense of its respective JCC members’ participation in JCC meetings. The JCC chairperson will shall be responsible for preparing reasonably detailed written minutes of JCC all JSC meetings that reflect all material decisions made and action items identified at such meetings. The JCC chairperson will Such Alliance Manager shall send draft meeting minutes to each member of the JCC JSC for review and approval within [***] Business Days after each JCC JSC meeting. Minutes will Such minutes shall be deemed Option, License and Collaboration Agreement approved unless [***] one (1) or more members of the JCC object JSC objects (whereby an objection by e-mail shall suffice) to the accuracy of such minutes within [***] Business Days of receipt, in which case such Alliance Manager shall amend the draft meeting minutes accordingly and send the revised draft meeting minutes to each member of the JSC for review and approval within […***…] Business Days of receipt of the objection(s). Minutes will be officially endorsed The same review procedures and timelines as set out in the immediately preceding sentence shall apply to such revised draft meeting minutes. If agreed upon by the JCC at JSC, the next JCC meeting, and will minutes shall be promptly signed by the Alliance Managers.

Appears in 2 contracts

Samples: Option, License and Collaboration Agreement (Gilead Sciences Inc), Option, License and Collaboration Agreement (Galapagos Nv)

Meetings. The JCC will JRC shall meet at least once per [***] ([***]) [***] per calendar quarter during the Research Term unless the Parties mutually agree in writing to a different frequencyfrequency for such meetings. Either Party may also call a special meeting of the JRC (by videoconference or teleconference) by at least [***] ([***]) [***] prior written notice to the other Party in the event such Party reasonably believes that a significant matter must be addressed prior to the next regularly scheduled meeting, and such Party shall provide the JRC no later than [***] ([***]) [***] prior to the special meeting with materials reasonably adequate to enable an informed decision. No later than [***] ([***]) [***] prior to any meeting of the JCC (or such shorter time period as the Parties may agree)JRC, the Alliance Managers will chairperson of the JRC shall prepare and circulate an agenda for such meeting; provided, however, that either Party will be free to may propose additional topics to be included on such agenda, either prior to or in the course of such meeting. Either The JRC may meet in person, by videoconference or by teleconference. In-person JRC meetings shall be held at locations in the U.S. alternately selected by ITI and by Takeda. Each Party may also call a special meeting shall bear the expense of its respective JRC members’ participation in JRC meetings. Meetings of the JCC (by videoconference, teleconference or in person) by providing JRC shall be effective only if at least [***] prior written notice to the other Party if such Party reasonably believes that a significant matter must be addressed prior to the next scheduled meeting, in which event such Party will work with the chairperson of the JCC to provide the members of the JCC no later than ([***]) [***] prior to the special meeting with an agenda for the meeting and materials reasonably adequate to enable an informed decision. The JCC may meet in person, by videoconference, or by teleconference. In-person JCC meetings will be held at locations in the United States alternately selected by Surface and by Novartis or at any other location mutually agreed by the members of the JCC. Meetings of the JCC will be effective only if at least one (1) representative of each Party is present or participating in such meeting. Each Party will report to The chairperson of the JCC on all material issues relating to the Commercialization of Regional Licensed Products promptly after such issues arise. Each Party will bear the expense of its respective JCC members’ participation in JCC meetings. The JCC chairperson will JRC shall be responsible for preparing reasonably detailed written minutes of JCC all JRC meetings that reflect reflect, without limitation, all material decisions made and action items identified at such meetings. The JCC JRC chairperson will shall send draft meeting minutes to each member of the JCC JRC for review and approval within [***] after each JCC meeting. Minutes will be deemed approved unless ([***]) [***] after each JRC meeting. Such minutes shall be deemed approved unless one or more members of the JCC object JRC objects to the accuracy of such minutes within [***] ([***]) [***] of receipt. Minutes will be officially endorsed by the JCC at the next JCC meeting, and will be signed by the Alliance Managers.

Appears in 2 contracts

Samples: License and Collaboration Agreement (Intra-Cellular Therapies, Inc.), License and Collaboration Agreement (Intra-Cellular Therapies, Inc.)

Meetings. The JCC will JSC shall meet at least once per [***] every six (6) months during the Term unless the Parties mutually agree in writing to a different frequencyfrequency for such meetings. No later than [***] prior to any The JSC shall hold its first meeting within sixty (60) days of the JCC (or such shorter time period as the Parties may agree), the Alliance Managers will prepare and circulate an agenda for such meeting; provided, however, that either Party will be free to propose additional topics to be included on such agenda, either prior to or in the course of such meetingEffective Date. Either Party may also call a special meeting of the JCC JSC (by videoconference, teleconference videoconference or in personteleconference) by providing at least [***] ten (10) Business Days prior written notice to the other Party if such Party reasonably believes that a significant matter must be addressed prior to the next scheduled meeting, in which event and such Party will work with the chairperson of the JCC to shall provide the members of the JCC JSC no later than [***] five (5) Business Days prior to the special meeting with an agenda for the meeting and materials reasonably adequate to enable an informed decision. No later than ten (10) Business Days prior to any meeting of the JSC, the chairperson of the JSC or a designate shall prepare and circulate an agenda for such meeting; provided, however, that either Party may propose additional topics to be included on such agenda, prior to such meeting. The JCC JSC may meet in person, by videoconference, videoconference or by teleconference. Notwithstanding the foregoing, at least one (1) meeting per Calendar Year shall be in person unless the Parties mutually agree in writing to waive such requirement in lieu of a videoconference or teleconference. In-person JCC JSC meetings will shall be held at locations a mutually agreeable location or alternating each meeting between a location selected by Visterra and by SIIL. Each Party shall bear the expense of its respective JSC members’ participation in JSC meetings. Translators at any meetings related to this Agreement shall be the responsibility of the Party requiring translation. All documents shared by one Party with the other Party will be provided in the United States alternately selected by Surface form and by Novartis or at any other location mutually agreed by language in which the members of the JCCdocument is customarily maintained. Meetings of the JCC will JSC shall be effective only if at least one (1) representative of each Party is present or participating in such meeting. Each Party will report to The chairperson of the JCC on all material issues relating to the Commercialization of Regional Licensed Products promptly after such issues arise. Each Party will bear the expense of its respective JCC members’ participation in JCC meetings. The JCC chairperson will JSC or a designate shall be responsible for preparing reasonably detailed written minutes of JCC all JSC meetings that reflect all reflect, without limitation, material decisions made and action items identified at such meetings. The JCC JSC chairperson will or a designate shall send draft meeting minutes to each member of the JCC JSC for review and approval within [***] twenty (20) days after each JCC JSC meeting. Minutes will Such minutes shall be deemed approved unless [***] one or more members of the JCC JSC object to the accuracy of such minutes within [***] twenty (20) days of receipt. Minutes will Any objections shall be officially endorsed resolved by the JCC at Parties within ten (10) days thereafter. If no resolution is reached in such ten (10) day period, then the next JCC meetingParties shall record, and will be signed by with the Alliance Managersassistance of their legal counsel, the details of the dispute.

Appears in 2 contracts

Samples: License and Collaboration Agreement, License and Collaboration Agreement (Visterra, Inc.)

Meetings. The JCC JDC will meet at least once four times per [***] Calendar Year, unless the Parties mutually agree in writing to a different frequency. The JDC may meet in person, by videoconference or by teleconference. Meetings of the JDC will be effective only if at least one representative of each Party is present or participating in such meeting. Each Party will bear the expense of its respective JDC members’ participation in JDC meetings. No later than [***] five Business Days prior to any meeting of the JCC JDC (or such shorter time period as the Parties may agree), the Alliance Managers together will prepare and circulate an agenda for such meeting; provided, however, that either Party will be free to propose additional topics to be included on such agenda, either prior to or in the course of such meeting, and any Party which will be presenting to the JDC at any meeting as part of such agenda will prepare and provide detailed materials to the JDC representatives to support discussion. Either Party may also call a special meeting of the JCC JDC (by videoconference, teleconference or in person) by providing at least [***] 10 Business Days prior written notice to the other Party if such Party reasonably believes that a significant matter must be addressed prior to the next scheduled meeting, in which event such Party will work with the chairperson of the JCC Alliance Manager to provide the members of the JCC JDC no later than [***] three Business Days prior to the special meeting with an agenda for the meeting and materials reasonably adequate to enable an informed decision. The JCC may meet in person, by videoconference, or by teleconference. In-person JCC meetings will be held at locations in the United States alternately selected by Surface and by Novartis or at any other location mutually agreed by the members of the JCC. Meetings of the JCC will be effective only if at least one (1) representative of each Party is present or participating in such meeting. Each Party will report to the JCC on all material issues relating to the Commercialization of Regional Licensed Products promptly after such issues arise. Each Party will bear the expense of its respective JCC members’ participation in JCC meetings. The JCC JDC chairperson will be responsible for preparing reasonably detailed written minutes of JCC JDC meetings that reflect all decisions made and action items identified at such meetings. The JCC JDC chairperson will send meeting minutes to each member of the JCC JDC for review and approval within [***] 10 Business Days after each JCC JDC meeting. Minutes will be deemed approved unless [***] one or more members of the JCC object JDC objects to the accuracy of such minutes within [***] five Business Days of receipt. Any material changes proposed to any meeting minutes by either Party’s members of the JDC will be promptly circulated by the JDC chairperson to each member of the JDC for review and approval within five Business Days of receipt, with such process repeating until the meeting minutes are approval by all JDC members. Minutes will be officially endorsed by the JCC JDC at the next JCC JDC meeting, and will be signed by the Alliance Managers.

Appears in 2 contracts

Samples: License Agreement (TradeUP Acquisition Corp.), License Agreement (TradeUP Acquisition Corp.)

Meetings. The JCC CRC will meet semi-annually, via teleconference or videoconference or otherwise (with at least once one (1) meeting per [***] unless calendar year being in person), or as otherwise agreed by the Parties mutually agree in writing to Parties. Additionally, either Party may request a different frequency. No later than [***] prior to any meeting of the JCC CRC to resolve any Critical Matters requiring resolution. The JSC will meet quarterly, via teleconference or videoconference or otherwise (with at least one (1) meeting per calendar year being in person and with at least one (1) meeting per calendar year being scheduled as appropriate to approve [*]), or as otherwise agreed by the Parties. Each JPT and each subcommittee and working team established hereunder will establish a meeting frequency and meeting protocol necessary to coordinate and conduct the activities for which it is responsible, as agreed by the Parties. Any in-person meetings of the CRC or JSC will be held on an alternating basis between Partner’s and Amgen’s headquarters, unless otherwise agreed by the Parties. Each Party will be responsible for its own expenses relating to such shorter time period as meetings. As appropriate, other employee representatives of the Parties may agree)attend such meetings as non-voting participants, but no Third Party personnel may attend unless otherwise agreed by the Alliance Managers will prepare and circulate an agenda for such meeting; provided, however, that either Party will be free to propose additional topics to be included on such agenda, either prior to or in the course of such meetingParties. Either Party may also call a for special meeting meetings of the JCC CRC and JSC as reasonably required to resolve a Critical Matter escalated to the CRC or JSC pursuant to Section 2.4.2 (by videoconferenceJPT Deadlocks) or 2.5.2 (JSC Deadlocks) below; provided, teleconference or in person) by providing that the requesting Party provides at least [***] ten (10) business days’ prior written notice to the co-chair of such committee appointed by the other Party if and such Party reasonably believes that notice includes a significant matter must be addressed prior to the next scheduled meeting, in which event such Party will work with the chairperson of the JCC to provide the members of the JCC no later than [***] prior to the special meeting with an proposed agenda for the meeting such meeting. All committee and materials reasonably adequate to enable an informed decisionteam meetings must have at least two (2) members appointed by each Party in attendance. The JCC may meet in person, by videoconference, or by teleconference. In-person JCC All committee and team meetings will be held at locations conducted in English, and all documents (including Development Plans, Development Budgets, clinical trial protocols for the United States alternately selected by Surface Products, Operations Budgets, Brand Plans and by Novartis or at any other location mutually agreed by the members of the JCC. Meetings of the JCC Commercialization Budgets) will be effective only if at least one (1) representative of each Party is present or participating in such meeting. Each Party will report to the JCC on all material issues relating to the Commercialization of Regional Licensed Products promptly after such issues arise. Each Party will bear the expense of its respective JCC members’ participation in JCC meetings. The JCC chairperson will be responsible for preparing reasonably detailed written minutes of JCC meetings that reflect all decisions made and action items identified at such meetings. The JCC chairperson will send meeting minutes to each member of the JCC for review and approval within [***] after each JCC meeting. Minutes will be deemed approved unless [***] members of the JCC object to the accuracy of such minutes within [***] of receipt. Minutes will be officially endorsed by the JCC at the next JCC meeting, and will be signed by the Alliance ManagersEnglish.

Appears in 2 contracts

Samples: Collaboration Agreement (Amgen Inc), Collaboration Agreement (Amgen Inc)

Meetings. The JCC will JSC shall, after appointment of its initial members, meet at least once per [***] unless every Calendar Quarter at times mutually agreed upon by the Parties, and at least two (2) of such meetings each year shall be held in person. The location of the meetings of the JSC to be held in person shall be agreed upon by the Parties mutually agree in writing to a different frequency(with the intent that it should alternate between the Parties’ respective headquarters locations or be held at the time and sites of major medical conferences attended by both Parties). No later than [***] prior to any meeting of the JCC (or such shorter time period as the Parties may agree)Additionally, the Alliance Managers will prepare and circulate an agenda for such meeting; provided, however, that either Party will be free to propose additional topics to be included on such agenda, either prior to or in the course of such meeting. Either Party may also call a special meeting of the JCC JSC upon written notice to the other (by videoconferenceand which meeting shall be scheduled promptly at mutually agreeable times) (a) to make any determination under this Agreement that cannot reasonably be postponed until the next scheduled JSC meeting, teleconference or in person(b) by providing at least for the purpose of [***] prior written notice Confidential treatment requested pursuant to a request for confidential treatment filed with the other Party if such Party Securities and Exchange Commission. Omitted portions have been filed separately with the Commission. FINAL EXECUTION VERSION CONFIDENTIAL resolving disputes in connection with, or for the purpose of reviewing or making a decision pertaining to, any material matter within the purview of the JSC, the examination or resolution of which cannot reasonably believes that a significant matter must be addressed prior to postponed until the next scheduled meeting, in which event JSC meeting or (c) as reasonably necessary to review other matters occurring between JSC meetings. Each such Party will work with the chairperson special meeting of the JCC to provide JSC shall be convened at such time as may be mutually agreed upon by the members of the JCC no later than [***] prior to the special meeting with an agenda for the meeting and materials reasonably adequate to enable an informed decision. The JCC may meet Parties, but in person, by videoconference, or by teleconference. In-person JCC meetings will any event shall be held at locations in the United States alternately selected by Surface and by Novartis or at any other location mutually agreed by the members of the JCC. Meetings of the JCC will be effective only if at least one (1) representative of each Party is present or participating in such meeting. Each Party will report to the JCC on all material issues relating to the Commercialization of Regional Licensed Products promptly after such issues arise. Each Party will bear the expense of its respective JCC members’ participation in JCC meetings. The JCC chairperson will be responsible for preparing reasonably detailed written minutes of JCC meetings that reflect all decisions made and action items identified at such meetings. The JCC chairperson will send meeting minutes to each member of the JCC for review and approval within [***] after each JCC delivery of the written notice described in the immediately preceding sentence. Each Party shall use reasonable efforts to cause its representatives to attend the meetings of the JSC. If a representative of a Party is unable to attend a meeting, such Party may designate an alternate to attend such meeting in place of the absent representative. Minutes will be deemed approved unless [***] Each Party shall bear all the expenses of its representatives on the JSC. Either Party may invite personnel or consultants of the Parties (other than the members of the JCC object JSC) having applicable expertise to participate in discussions of the JSC from time to time as appropriate to assist in the activities of the JSC; provided, that neither Party’s legal counsel may attend a JSC meeting without prior notice to the accuracy other Party reasonably sufficient to allow the other Party’s legal counsel to attend or to expressly waive attendance, and any such non-member shall be (x) bound by confidentiality and non-use obligations equivalent in scope to those set forth in ARTICLE XII of this Agreement and (y) under a written obligation to assign to the Party inviting such non-member any inventions of such minutes within [***] non-member in the course of receipt. Minutes will be officially endorsed by the JCC at the next JCC or as a result of attending any such meeting, and will be signed by the Alliance Managers.

Appears in 2 contracts

Samples: Development and Commercial License Agreement (Precision Biosciences Inc), Development and Commercial License Agreement (Precision Biosciences Inc)

Meetings. The JCC will JSC shall hold its first meeting within thirty (30) days after the Effective Date. The JSC shall meet at least once one (1) time per [***] Calendar Quarter during the Term unless the Parties mutually agree in writing to a different frequency. No later than [***] prior to any meeting of the JCC (or such shorter time period as the Parties may agree), the Alliance Managers will prepare and circulate an agenda frequency for such meeting; provided, however, that either Party will be free to propose additional topics to be included on such agenda, either prior to or in the course of such meetingmeetings. Either Party may also call a special meeting of the JCC JSC (by videoconference, teleconference videoconference or in personteleconference) by providing at least [***] ten (10) Business Days prior written notice to the other Party if in the event such Party reasonably believes that a significant matter must be addressed prior to the next scheduled meeting, in which event and such Party will work with the chairperson of the JCC to shall provide the members of the JCC JSC no later than [***] ten (10) Business Days prior to the special meeting with an agenda for the meeting and materials reasonably adequate to enable an informed decision; provided, however, that where a special meeting is called for on shorter notice with regard to a matter that does not admit delay, such notice and such materials shall be provided as early as possible in advance of such meeting. No later than ten (10) Business Days (or such shorter period as may be necessary in the event of a special meeting called for on shorter notice in accordance with the foregoing) prior to any meeting of the JSC, the secretariats of the JSC shall jointly prepare and circulate an agenda for such meeting. The JCC JSC may meet in person, by videoconference, videoconference or by teleconference. Notwithstanding the foregoing, at least two (2) meetings per Calendar Year shall be in person unless the Parties mutually agree in writing to waive such requirement in lieu of a videoconference or teleconference. In-person JCC JSC meetings will be held at locations in the United States alternately selected and hosted by Surface FibroGen and by Novartis or at any other location mutually agreed by AstraZeneca. The host Party shall be responsible for the members costs and expenses of the JCCJSC meeting hosted, provided that each Party will bear the expense of its respective JSC members’ and other attendees’ participation in JSC meetings, including travel costs. Meetings of the JCC will JSC shall be effective only if at least one (1) representative of each Party is present or participating in such meeting. Each The JSC secretariat of the host Party will report to the JCC on all material issues relating to the Commercialization of Regional Licensed Products promptly after such issues arise. Each Party will bear the expense of its respective JCC members’ participation in JCC meetings. The JCC chairperson will be responsible for preparing keeping reasonably detailed written minutes of JCC all JSC meetings that reflect all reflect, without limitation, material decisions made and action items identified at such meetings. The JCC chairperson will JSC secretariat of the host Party shall send draft meeting minutes to the other Party’s JSC secretariat, and each member of the JCC for secretariat shall seek and obtain review and approval of such minutes from its respective Party’s members of the JSC within [***] ten (10) Business Days after each JCC JSC meeting. Minutes Such minutes will be deemed approved unless [***] one or more members of the JCC object JSC objects to the accuracy of such minutes within [***] ten (10) Business Days of receipt. Minutes will be officially endorsed by the JCC at the next JCC meeting, and will be signed by the Alliance Managers.

Appears in 2 contracts

Samples: Development and Commercialization Agreement (Fibrogen Inc), Development and Commercialization Agreement (Fibrogen Inc)

Meetings. The JCC Each JMC will meet at least once per [***] times per Calendar Year, unless the Parties mutually agree in writing to a different frequency, and otherwise as agreed by the Parties with respect to Manufacturing activities-specific matters. Each JMC may meet in person, by videoconference, or by teleconference, provided that at least [**] of each JMC per Calendar Year will be in person unless the Parties otherwise mutually agree. In-person JMC meetings will be held at locations in Massachusetts alternately selected by Sage and by Biogen, or at any other location agreed by the members of the respective applicable JMC. Meetings of each JMC will be effective only if a quorum is present, which quorum will require the presence of at least one (1) representative of each Party. Each Party will bear the expense of its respective JMC members’ participation in JMC meetings. No later than [**] prior to the first meeting of the respective applicable JMC in the 2020 stub-Calendar Year and in each Calendar Year thereafter while such JMC exists, the co-chairpersons for such JMC will prepare a communication plan setting forth a schedule of the dates of each meeting for such JMC for that Calendar Year (a “JMC Communication Plan”). No later than [**] prior to any meeting of the JCC respective applicable JMC (or such shorter time period as the Parties may agree), the co-chairpersons of such JMC will work with the Alliance Managers will to prepare and circulate an agenda for such meeting; provided, however, that either Party will be free to propose additional topics to may be included on such agenda, either prior to or in the course meeting, and the Party proposing an item will provide materials to the representatives of such meetingJMC no later than [**] prior to the JMC meeting to support discussion. Either Party A JMC co-chairperson may also call a special meeting of the JCC its JMC (by videoconference, teleconference or in person) by providing at least [***] prior written notice to the other Party if such Party JMC co-chairperson reasonably believes that a significant matter must be addressed prior to the next scheduled meeting, in which event such Party JMC co-chairperson will work with the chairperson of the JCC Alliance Managers to provide the members of such JMC, promptly after the JCC no later than [***] prior decision is made to the hold such special meeting JMC meeting, with an agenda for the meeting and materials reasonably adequate to enable an informed decision. The JCC may meet in person, by videoconference, or by teleconference. Inco-person JCC meetings will be held at locations in the United States alternately selected by Surface and by Novartis or at any other location mutually agreed by the members chairpersons of the JCC. Meetings of the JCC will be effective only if at least one (1) representative of each Party is present or participating in such meeting. Each Party will report to the JCC on all material issues relating to the Commercialization of Regional Licensed Products promptly after such issues arise. Each Party will bear the expense of its their respective JCC members’ participation in JCC meetings. The JCC chairperson applicable JMC will be responsible for preparing reasonably detailed written minutes of JCC meetings of such JMC that reflect all decisions made and action items identified at such meetings. The JCC chairperson will send meeting minutes to each member of the JCC for review and approval meetings within [***] after each JCC meeting. Minutes will be deemed approved unless [***] members such meeting of the JCC object such JMC, and endeavor to the accuracy of finalize such minutes within [***] after each meeting of receipt. Minutes will be officially endorsed by the JCC at the next JCC meeting, and will be signed by the Alliance Managerssuch JMC.

Appears in 2 contracts

Samples: Collaboration and License Agreement (Sage Therapeutics, Inc.), Collaboration and License Agreement (Sage Therapeutics, Inc.)

Meetings. The JCC JSC will meet at least once per [***] Calendar Year, unless the Parties mutually agree in writing to a different frequency. The JSC may meet in person, by videoconference or by teleconference. Meetings of the JSC will be effective only if at least one representative of each Party is present or participating in such meeting. Each Party will bear the expense of its respective JSC members’ participation in JSC meetings. No later than [***] five Business Days prior to any meeting of the JCC JSC (or such shorter time period as the Parties may agree), the Alliance Managers together will prepare and circulate an agenda for such meeting; provided, however, that either Party will be free to propose additional topics to be included on such agenda, either prior to or in the course of such meeting, and any Party which will be presenting to the JSC at any meeting as part of such agenda will prepare and provide detailed materials to the JSC representatives to support discussion. Either Party may also call a special meeting of the JCC JSC (by videoconference, teleconference or in person) by providing at least [***] 10 Business Days prior written notice to the other Party if such Party reasonably believes that a significant matter must be addressed prior to the next scheduled meeting, in which event such Party will work with the chairperson of the JCC Alliance Manager to provide the members of the JCC JSC no later than [***] three Business Days prior to the special meeting with an agenda for the meeting and materials reasonably adequate to enable an informed decision. The JCC may meet in person, by videoconference, or by teleconference. In-person JCC meetings will be held at locations in the United States alternately selected by Surface and by Novartis or at any other location mutually agreed by the members of the JCC. Meetings of the JCC will be effective only if at least one (1) representative of each Party is present or participating in such meeting. Each Party will report to the JCC on all material issues relating to the Commercialization of Regional Licensed Products promptly after such issues arise. Each Party will bear the expense of its respective JCC members’ participation in JCC meetings. The JCC JSC chairperson will be responsible for preparing reasonably detailed written minutes of JCC JSC meetings that reflect all decisions made and action items identified at such meetings. The JCC JSC chairperson will send meeting minutes to each member of the JCC JSC for review and approval within [***] 10 Business Days after each JCC JSC meeting. Minutes will be deemed approved unless [***] one or more members of the JCC object JSC objects to the accuracy of such minutes within [***] five Business Days of receipt. Any material changes proposed to any meeting minutes by either Party’s members of the JSC will be promptly circulated by the JSC chairperson to each member of the JSC for review and approval within five Business Days of receipt, with such process repeating until the meeting minutes are approval by all JSC members. Minutes will be officially endorsed by the JCC JSC at the next JCC JSC meeting, and will be signed by the Alliance Managers.

Appears in 2 contracts

Samples: License Agreement (TradeUP Acquisition Corp.), License Agreement (TradeUP Acquisition Corp.)

Meetings. The JCC JSC will meet at least once per [***] times per Calendar Year, unless the Parties mutually agree in writing to a different frequency. The JSC may meet in person, by videoconference, or by teleconference, provided that at least [**] of the JSC per Calendar Year will be in person unless the Parties otherwise agree. In-person JSC meetings will be held at locations in Massachusetts alternately selected by Sage and by Biogen, or at any other location agreed by the members of the JSC. The first JSC meeting will be held within [**] of the Effective Date. Meetings of the JSC will be effective only if a quorum is present, which quorum will require the presence of at least one (1) representative from each Party. Each Party will bear the expense of its respective JSC members’ participation in JSC meetings. No later than [***] prior to any meeting of the JCC JSC (or such shorter time period as the Parties may agree), the JSC co-chairpersons will work with the Alliance Managers will to prepare and circulate an agenda for such meeting; provided, however, that either Party will be free to propose additional topics to may be included on such agenda, either agenda prior to the meeting, and the Party or in the course of such meetingCommittee proposing an item will provide materials to the JSC representatives no later than [**] prior to the JSC meeting to support discussion. Either Party A JSC co-chairperson may also call a special meeting of the JCC JSC (by videoconference, teleconference or in person) by providing at least [***] prior written notice to the other Party if such Party JSC co-chairperson reasonably believes that a significant matter must be addressed prior to the next scheduled meeting, in which event such Party JSC co-chairperson will work with the chairperson of the JCC Alliance Managers to provide the members of the JCC no later than [***] prior JSC, promptly after the decision is made to the hold such special meeting JSC meeting, with an agenda for the meeting and materials reasonably adequate to enable an informed decision. The JCC may meet in person, by videoconference, or by teleconference. InAlliance Managers working with the JSC co-person JCC meetings will be held at locations in the United States alternately selected by Surface and by Novartis or at any other location mutually agreed by the members of the JCC. Meetings of the JCC will be effective only if at least one (1) representative of each Party is present or participating in such meeting. Each Party will report to the JCC on all material issues relating to the Commercialization of Regional Licensed Products promptly after such issues arise. Each Party will bear the expense of its respective JCC members’ participation in JCC meetings. The JCC chairperson chairpersons will be responsible for preparing reasonably detailed written minutes of JCC JSC meetings that reflect all decisions made and action items identified at such meetings. The JCC chairperson will send meeting minutes to each member of the JCC for review and approval meetings within [***] after each JCC JSC meeting. Minutes will be deemed approved unless [***] members of the JCC object , and endeavor to the accuracy of finalize such minutes within [***] of receipt. Minutes will be officially endorsed by the JCC at the next JCC after each JSC meeting, and will be signed by the Alliance Managers.

Appears in 2 contracts

Samples: Collaboration and License Agreement (Sage Therapeutics, Inc.), Collaboration and License Agreement (Sage Therapeutics, Inc.)

Meetings. The JCC will JSC shall meet at least once per [*** * *] during the Phase 1 Development Period unless the Parties mutually agree in writing to a different frequencyfrequency and schedule for such meetings. Either Party may also call a special meeting of the JSC (by videoconference or teleconference) by at least [* * *] prior written notice to the other Party in the event such Party reasonably believes that a significant matter must be addressed prior to the next regularly scheduled meeting, and such Party shall provide the JSC no later than [* * *] prior to the special meeting with materials reasonably adequate to enable an informed decision by both Parties as suggested by the JSC. No later than [*** * *] prior to any meeting of the JCC (or such shorter time period as the Parties may agree)JSC, the Alliance Managers will chairperson of the JSC shall prepare and circulate an agenda for such meeting; provided, however, that either Party will be free to may propose additional topics to be included on such agenda, either prior to or in the course of such meeting. Either Party may also call a special meeting of the JCC (by videoconference, teleconference or in person) by providing at least [***] prior written notice to the other Party if such Party reasonably believes that a significant matter must be addressed prior to the next scheduled meeting, in which event such Party will work with the chairperson of the JCC to provide the members of the JCC no later than [***] prior to the special meeting with an agenda for the meeting and materials reasonably adequate to enable an informed decision. The JCC JSC may meet in person, by videoconference, videoconference or by teleconference. In-person JCC meetings will be held at locations in the United States alternately selected by Surface and by Novartis or at any other location mutually agreed by the members of the JCC. Meetings of the JCC will be effective only if , provided however, at least one (1) representative meeting per calendar year shall be in person unless the Parties mutually agree in writing to waive such requirement in lieu of each Party is present a videoconference or participating in such meetingteleconference. Each Party will report to the JCC on all material issues relating to the Commercialization of Regional Licensed Products promptly after such issues arise. Each Party will bear the expense of its respective JCC members’ participation in JCC meetingsIn-person JSC meetings shall be held at locations alternately selected by Catalyst and by ISU. The JCC chairperson will of the JSC shall be responsible for preparing reasonably detailed written minutes of JCC meetings that reflect all decisions made and action items identified at such JSC meetings. The JCC JSC chairperson will shall send draft meeting minutes to each member of the JCC JSC for review and approval within [*** * *] after each JCC JSC meeting. Minutes will Such minutes shall be deemed approved unless [***] one or more members of the JCC JSC object to the accuracy of such minutes within [*** * *] of receipt. Minutes will be officially endorsed by the JCC at the next JCC meeting, and will be signed by the Alliance Managers.

Appears in 2 contracts

Samples: License and Collaboration Agreement (Targacept Inc), License and Collaboration Agreement (Targacept Inc)

Meetings. The JCC will Each Committee shall meet at least once one (1) time per [***] calendar quarter during the Term unless the Parties mutually agree in writing to a different frequency. No later than [***] prior to any meeting of the JCC (or such shorter time period as the Parties may agree), the Alliance Managers will prepare and circulate an agenda frequency for such meeting; provided, however, that either Party will be free to propose additional topics to be included on such agenda, either prior to or in the course of such meetingmeetings. Either Party may also call a special meeting of the JCC a Committee (by videoconference, teleconference videoconference or in personteleconference) by providing at least [***] prior written notice (or [***] prior written notice solely with respect to the JSC) to the other Party if in the event such Party reasonably believes that a significant matter must be addressed prior to the next regularly scheduled meeting, in which event and such Party will work with the chairperson of the JCC to shall provide the members of the JCC Committee no later than [***] prior to the special meeting with an agenda for the meeting and materials reasonably adequate to enable an informed decision. The JCC Meetings may meet be held in person, by videoconference, or by audio or video teleconference. In; provided that unless otherwise agreed by both Parties, at least one (1) meeting per year shall be held in person, and all in-person JCC Committee meetings will shall be held at locations in the United States alternately selected by Surface the Parties. Each Party shall be responsible for all of its own expenses of participating in JSC, JRC, JDC, JMC and by Novartis or JPC meetings. No action taken at any other location mutually agreed by the members meeting of the JCC. Meetings of the JCC will a Committee shall be effective only if unless at least one (1) representative of each Party is present or participating in such meeting. Each Party will report to the JCC on all material issues relating to the Commercialization of Regional Licensed Products promptly after such issues arise. Each Party will bear the expense of its respective JCC members’ participation in JCC meetingsparticipating. The JCC chairperson will of the applicable Committee shall be responsible for preparing reasonably detailed written minutes of JCC all meetings that reflect reflect, without limitation, all material decisions made and action items identified at such meetings. The JCC chairperson will of the applicable Committee (or its designee) shall send draft meeting minutes to each member of the JCC applicable Committee for review and approval within [***] after each JCC meeting. Minutes will Such minutes shall be deemed approved unless [***] one or more members of the JCC object applicable Committee objects to the accuracy of such minutes within [***] of receipt. Minutes will be officially endorsed by the JCC at the next JCC meeting, and will be signed by the Alliance ManagersCONFIDENTIAL PORTIONS OF THIS AGREEMENT HAVE BEEN OMITTED AND FILED SEPARATELY WITH THE COMMISSION. CONFIDENTIAL TREATMENT HAS BEEN REQUESTED FOR SUCH PORTIONS. ASTERISKS DENOTE OMISSIONS.

Appears in 2 contracts

Samples: Stock Purchase Agreement (Cue Biopharma, Inc.), Stock Purchase Agreement (Cue Biopharma, Inc.)

Meetings. The JCC will meet at least once per [***] ], unless the Parties mutually agree in writing to a different frequency. No later than [***] Business Days prior to any meeting of the JCC (or such shorter time period as the Parties may agree), the Alliance Managers will prepare and circulate an agenda for such meeting; provided, however, that either Party will be free to propose additional topics to be included on such agenda, either prior to or in the course of such meeting. Either Party may also call a special meeting of the JCC (by videoconference, teleconference or in person) by providing at least [***] Business Days prior written notice to the other Party if such Party reasonably believes that a significant matter must be addressed prior to the next scheduled meeting, in which event such Party will work with the chairperson of the JCC to provide the members of the JCC no later than [***] Business Days prior to the special meeting with an agenda for the meeting and materials reasonably adequate to enable an informed decision. The JCC may meet in person, by videoconference, or by teleconference. In-person JCC meetings will be held at locations in the United States alternately selected by Surface Unum and by Novartis SGI or at any other location mutually agreed by the members of the JCC. Meetings of the JCC will be effective only if at least one (1) representative of each Party is present or participating in such meeting. Each Party will report to the JCC on all material issues relating to the Commercialization of Regional Licensed Products promptly after such issues arise. Each Party will bear the expense of its respective JCC members’ participation in JCC meetings. The JCC chairperson will be responsible for preparing reasonably detailed written minutes of JCC meetings that reflect all decisions made and action items identified at such meetings. The JCC chairperson will send meeting minutes to each member of the JCC for review and approval within [***] Business Days after each JCC meeting. Minutes will be deemed approved unless [***] one or more members of the JCC object objects to the accuracy of such minutes within [***] Business Days of receipt. Minutes will be officially endorsed by the JCC at the next JCC meeting, and will be signed by the Alliance Managers.

Appears in 2 contracts

Samples: Collaboration Agreement (Unum Therapeutics, Inc.), Collaboration Agreement (Unum Therapeutics, Inc.)

Meetings. The JCC JMC will meet at least once per [***] per calendar quarter, unless the Parties mutually agree in writing to a different frequency. No later than [***] Business Days prior to any meeting of the JCC JMC (or such shorter time period as the Parties may agree), the Alliance Managers will prepare and circulate an agenda for such meeting; provided, however, that either Party will be free to propose additional topics to be included on such agenda, either prior to or in the course of such meeting. Either Party may also call a special meeting of the JCC JMC (by videoconference, teleconference or in person) by providing at least [***] Business Days prior written notice to the other Party if such Party reasonably believes that a significant matter must be addressed prior to the next scheduled meeting, in which event such Party will work with the chairperson of the JCC Alliance Manager to provide the members of the JCC JMC no later than [***] Business Days prior to the special meeting with an agenda for the meeting and materials reasonably adequate to enable an informed decision. The JCC JMC may meet in person, or at the request of either Party, by videoconference, or by teleconference. In-person JCC JMC meetings will be held at locations in the United States alternately selected by Surface Unum and by Novartis SGI or at any other location mutually agreed by the members of the JCC. Meetings of the JCC will be effective only if at least one (1) representative of each Party is present or participating in such meetingJMC. Each Party will report to the JCC JMC on all material issues relating to the Commercialization Manufacture of Regional Licensed Products ACTR T-cells or SGI Antibodies (as applicable) promptly after such issues arise. Each Party will bear the expense of its respective JCC members’ participation in JCC meetings. The JCC JMC chairperson will be responsible for preparing reasonably detailed written minutes of JCC JMC meetings that reflect all decisions made and action items identified at such meetings. The JCC JMC chairperson will send meeting minutes to each member of the JCC JMC for review and approval within [***] Business Days after each JCC JMC meeting. Minutes will be deemed approved unless [***] one or more members of the JCC object JMC objects to the accuracy of such minutes within [***] Business Days of receipt. Minutes will be officially endorsed by the JCC JMC at the next JCC JMC meeting, and will be signed by the Alliance Managers.. [***] INDICATES MATERIAL THAT HAS BEEN OMITTED AND FOR WHICH CONFIDENTIAL TREATMENT HAS BEEN REQUESTED. ALL SUCH OMITTED MATERIAL HAS BEEN FILED WITH THE SECURITIES AND EXCHANGE COMMISSION PURSUANT TO RULE 406 PROMULGATED UNDER THE SECURITIES ACT OF 1933, AS AMENDED

Appears in 2 contracts

Samples: Collaboration Agreement (Unum Therapeutics, Inc.), Collaboration Agreement (Unum Therapeutics, Inc.)

Meetings. The JCC JSC will meet semi-annually, via teleconference or videoconference or otherwise (with at least once one (1) meeting per [***] unless calendar year being in person), or as otherwise agreed by the Parties mutually agree in writing to a different frequencyParties. No later than [***] prior to any meeting Any in-person meetings of the JCC (JSC will be held on an alternating basis between BeiGene’s offices located in Shanghai or such shorter time period as Beijing, and Amgen’s headquarters, unless otherwise agreed by the Parties may agree), the Alliance Managers will prepare and circulate an agenda for such meeting; provided, however, that either Parties. Each Party will be free responsible for its own expenses relating to propose additional topics such JSC and JAC meetings and relating to be included on such agenda, either prior to any subcommittees or in the course of such meetingworking teams. Either Party may also call a for special meeting meetings of the JCC JSC or JAC as reasonably required to resolve a Critical Matter escalated to the JSC pursuant to Section 2.3.2 or the JAC pursuant to Section 2.4.3 (by videoconference, teleconference or in person) by providing JAC Deadlocks); provided that the requesting Party provides at least [***] ten (10) business days’ prior written notice to the co-chair of the JSC or JAC appointed by the other Party if and such Party reasonably believes that notice includes a significant matter must be addressed prior to the next scheduled meeting, in which event such Party will work with the chairperson of the JCC to provide the members of the JCC no later than [***] prior to the special meeting with an proposed agenda for the meeting and materials reasonably adequate to enable an informed decisionsuch meeting. The JCC may meet in personJAC and each subcommittee established hereunder will establish a meeting frequency and meeting protocol necessary to coordinate and conduct the activities for which it is responsible, by videoconference, or by teleconference. In-person JCC meetings will be held at locations in the United States alternately selected by Surface and by Novartis or at any other location mutually as agreed by the members Parties. As appropriate, other employee representatives of the JCCParties may attend such meetings as non‑voting participants, but no Third Party personnel may attend unless otherwise agreed by the Parties. Meetings All committee meetings must have at least two (2) members appointed by each Party in attendance. All documents (including Global Development Plans, Global Development Budgets, Commercialization Plans, Commercialization Budgets, Clinical Study protocols, regulatory filing plans, Global Brand Plans, and Access and Pricing Plans) for such committee and team meetings for the collaboration will be in English, unless otherwise agreed by the Parties. The co-chairs of each of the JCC will be effective only if at least one (1) representative JAC and the JSC shall ensure the preparation and issuance of each Party is present or participating in such meeting. Each Party will report to the JCC on all material issues relating to the Commercialization of Regional Licensed Products promptly after such issues arise. Each Party will bear the expense of its respective JCC members’ participation in JCC meetings. The JCC chairperson will be responsible for preparing reasonably detailed written minutes of JCC meetings that reflect all each meeting within thirty (30) days thereafter accurately reflecting the discussions and decisions made and action items identified at such meetings. The JCC chairperson will send meeting minutes to each member of the JCC for review and approval within [***] after each JCC meeting. Minutes will be deemed approved unless [***] members of the JCC object to the accuracy of such minutes within [***] of receipt. Minutes will be officially endorsed by the JCC at the next JCC meeting, and will be signed by the Alliance Managers.

Appears in 2 contracts

Samples: Collaboration Agreement (Amgen Inc), Collaboration Agreement (BeiGene, Ltd.)

Meetings. The JCC JSC will meet at least once per [***] during the Term unless the Parties mutually agree in writing to a different frequency. No later than [***] Business Days prior to any meeting of the JCC JSC (or such shorter time period as the Parties may agree), the Alliance Managers will prepare and circulate an agenda for such meeting; provided, however, that either Party will be free to may propose additional topics to be included on such agenda, either prior to or in the course of such meeting. Either Party may also call a special meeting of the JCC JSC (by videoconference, teleconference or in person) by providing at least [***] prior written notice to the other Party if such Party reasonably believes that a significant matter must be addressed prior to the next scheduled meeting, in which event such Party will work with the chairperson of the JCC JSC and the Alliance Managers of both Parties to provide the members of the JCC JSC no later than [***] three (3) Business Days prior to the special meeting with an agenda for the meeting and materials reasonably adequate to enable an informed decisiondecision on the matters to be considered. The JCC JSC may meet in person, by videoconference, videoconference or by teleconference. Notwithstanding the foregoing, at least [***] meeting per calendar year will be in person unless the Parties mutually agree in writing to waive such requirement. In-person JCC JSC meetings will be held at locations in the United States alternately selected by Surface Unum and by Novartis or at any other location mutually agreed by the members of the JCCSGI. [***]. Meetings of the JCC JSC will be effective only if at least one (1) representative of each Party (which representative is not such Party’s Alliance Manager) is present or participating in [***] INDICATES MATERIAL THAT HAS BEEN OMITTED AND FOR WHICH CONFIDENTIAL TREATMENT HAS BEEN REQUESTED. ALL SUCH OMITTED MATERIAL HAS BEEN FILED WITH THE SECURITIES AND EXCHANGE COMMISSION PURSUANT TO RULE 406 PROMULGATED UNDER THE SECURITIES ACT OF 1933, AS AMENDED such meeting. Each Party will report to the JCC on all material issues relating to the Commercialization of Regional Licensed Products promptly after such issues arise. Each Party will bear the expense of its respective JCC members’ participation in JCC meetings. The JCC chairperson Alliance Managers will be responsible for preparing reasonably detailed written minutes of JCC all JSC meetings that reflect all material decisions made and action items identified at such meetings. The JCC chairperson Alliance Managers will send draft meeting minutes to each member of the JCC JSC for review and approval within [***] after each JCC JSC meeting. Minutes Such minutes will be deemed approved unless [***] one or more members of the JCC object JSC objects to the accuracy of such minutes within [***] of receipt. Minutes will be officially endorsed by the JCC JSC at the next JCC JSC meeting, and will be signed by the Alliance Managers.

Appears in 2 contracts

Samples: Collaboration Agreement (Unum Therapeutics, Inc.), Collaboration Agreement (Unum Therapeutics, Inc.)

Meetings. The JCC will meet Each Committee shall hold meetings at least once per [***] such times as it elects to do so, provided that unless the Parties mutually otherwise agree in writing to a different frequencyfrequency for such meetings, each Committee shall meet at least twice each calendar year, and provided further that the Parties shall, to the extent practicable, schedule meetings of different Committees on the same day and in the same location. Either Party may also call a special meeting of a Committee (by videoconference or teleconference) by at least ten (10) business days prior written notice to the other Party in the event such Party reasonably believes that a significant matter must be addressed prior to the next regularly scheduled meeting, and such Party shall provide the applicable Committee no later than ten (10) business days prior to the special meeting with materials reasonably adequate to enable an informed decision. No later than [***] ten (10) business days prior to any meeting of the JCC (or such shorter time period as the Parties may agree)Committee meeting, the Alliance Managers will co-chairpersons of such Committee shall prepare and circulate an agenda for such meeting; provided, however, that either Party will be free to may propose additional topics to be included on such agenda, either prior to or in the course of such meeting. Either Each Committee may invite non-members (including consultants and advisors of a Party may also call a special meeting who are under an obligation of the JCC (by videoconferenceconfidentiality consistent with this Agreement) to participate in its meetings, teleconference or in person) by providing provided that such non-member participants shall have no voting authority at least [***] prior written notice to the other Party if such Party reasonably believes that a significant matter must be addressed prior to the next scheduled meeting, in which event such Party will work with the chairperson of the JCC to provide the members of the JCC no later than [***] prior to the special meeting with an agenda for the meeting and materials reasonably adequate to enable an informed decisionmeetings. The JCC Each Committee may meet in person, by videoconference, videoconference or by teleconference, provided however, at least one (1) meeting of each Committee per calendar year shall be in person unless the Parties mutually agree in writing to waive such requirement in lieu of a videoconference or teleconference. In-person JCC Committee meetings will shall be held at locations alternately in Berkeley, California, U.S. and Paris, France. Each Party shall bear the United States alternately selected by Surface and by Novartis or at any other location mutually agreed by the members expense of the JCCits respective Committee members’ participation in Committee meetings. Meetings of the JCC will Committee meetings shall be effective only if at least one (1) representative of each Party is present or participating in such meeting. Each Party will report to the JCC on all material issues relating to the Commercialization The co-chairpersons of Regional Licensed Products promptly after such issues arise. Each Party will bear the expense of its respective JCC members’ participation in JCC meetings. The JCC chairperson will a Committee shall be responsible for preparing reasonably detailed written minutes of JCC all meetings of such Committee that reflect reflect, without limitation, all material decisions made and action items identified at such meetings. The JCC chairperson will co-chairpersons shall send draft meeting minutes to each member of the JCC such Committee for review and approval within [***] promptly after each JCC Committee meeting. Minutes will Such minutes shall be deemed approved unless [***] one or more members of the JCC object such Committee objects to the accuracy of such minutes within [***] thirty (30) days of receipt. Minutes will be officially endorsed by the JCC at the next JCC meeting, and will be signed by the Alliance Managers.

Appears in 2 contracts

Samples: Collaboration and License Agreement (XOMA Corp), Collaboration and License Agreement (Xoma LTD /De/)

Meetings. The JCC will shall meet at least once per [***] ], spaced at regular intervals unless the Parties mutually agree in writing to a different frequency. No later than [***] prior to any meeting of the JCC (or such shorter time period as the Parties may agree)JCC, the Alliance Managers will chairperson of the JCC shall prepare and circulate an agenda for such meeting; provided, however, that either Party will shall be free to propose additional topics to be included on such agenda, either prior to or in the course of such meeting. Either Party may also call a special meeting of the JCC (by videoconference, teleconference or in person) by providing at least [***] prior written notice to the other Party if such Party reasonably believes that a significant matter must be addressed prior to the next scheduled meeting, in which event such Party will shall work with the chairperson of the JCC to provide the members of the JCC no later than [***] prior to the special meeting with an agenda for the meeting and materials reasonably adequate to enable an informed decision. The JCC may meet in person, by videoconference, or by teleconference. In-person JCC meetings will be held at locations in the United States U.S. alternately selected by Surface Medivation and by Novartis Astellas or at any other location mutually agreed by the members of the JCC. Meetings of the JCC will shall be effective only if at least one (1) representative of each Party is present or participating in such meeting. Each Party will shall report to the JCC on all material issues relating to the Commercialization of Regional Licensed Products promptly after such issues arise. Each Party will bear the expense of its respective JCC members’ participation in JCC meetings. The JCC chairperson will be responsible for preparing reasonably detailed written minutes of JCC meetings that reflect all decisions made and action items identified at such meetings. The JCC chairperson will shall send meeting minutes to each member of the JCC for review and approval within [***] after each JCC meeting. Minutes will be deemed approved unless [***] one or more members of the JCC object objects to the accuracy of such minutes within [***] of receipt. Minutes will be officially endorsed by the JCC at the next JCC meeting, and will be signed by the Alliance Managers.

Appears in 2 contracts

Samples: Collaboration Agreement (Medivation, Inc.), Collaboration Agreement (Medivation, Inc.)

Meetings. The JCC will JDC shall meet at least once per [***] calendar quarter during the Term unless the Parties mutually agree in writing to a different frequency. No later than [***] Business Days prior to any meeting of the JCC (or such shorter time period as the Parties may agree)JDC, the Alliance Managers will Manager of the Party whose representative is the chairperson, in collaboration with the chairperson of the JDC, shall prepare and circulate an agenda for such meeting; provided, however, that either Party will be free to may propose additional topics to be included on such agenda, either prior to or in the course of such meeting. Either Party may also call a special meeting of the JCC (by videoconference, teleconference or in person) JDC by providing at least [***] Business Days prior written notice to the other Party if such Party reasonably believes that a significant matter must be addressed prior to the next scheduled meeting, in which event such Party will shall work with the chairperson of the JCC JDC and Alliance Managers of each Party to provide the members of the JCC JDC no later than [***] Business Days prior to the special meeting with an agenda for the meeting and materials reasonably adequate to enable an informed decisiondecision on the matters to be considered. The JCC Parties may mutually agree to additional meetings on shorter or longer notice in the event that matters arise requiring JDC attention. The JDC may meet in in-person, by videoconference, videoconference or by teleconference. Notwithstanding the foregoing, at least one (1) meeting per calendar year shall be in-person unless the Parties mutually agree in writing to waive such requirement. In-person JCC JDC meetings will be held at locations in the United States alternately selected by Surface Galapagos and by Novartis Gilead, with Gilead selecting the location of the first in-person JDC meeting, or at any other location mutually agreed by the members of the JCCJDC. Each Party shall bear the cost and expense of its respective JDC members’ participation in JDC meetings. Meetings of the JCC will JDC shall be effective only if at least one two (12) representative representatives of each Party is (which representatives are not such Party’s Alliance Manager) are present or participating in such meeting. Each The Alliance Manager of the Party will report to whose representative is the JCC on all material issues relating to the Commercialization of Regional Licensed Products promptly after such issues arise. Each Party will bear the expense of its respective JCC members’ participation in JCC meetings. The JCC chairperson will shall be responsible for preparing reasonably detailed written minutes of JCC all JDC meetings that reflect all material decisions made and action items identified at such meetings. The JCC chairperson will Such Alliance Manager shall send draft meeting minutes to each member of the JCC JDC for review and approval within [***] Business Days after each JCC JDC meeting. Minutes will Such minutes shall be deemed approved unless [***] one (1) or more members of the JCC object JDC objects (whereby an objection by e-mail shall suffice) to the accuracy of such minutes within [***] Business Days of receipt, in which case such Alliance Manager shall amend the draft meeting minutes accordingly and send the revised draft meeting minutes to each member of the JDC for review and approval within […***…] Business Days of receipt of the objection(s). Minutes will be officially endorsed The same review procedures and timelines as set out in the immediately preceding sentence shall apply to such revised draft meeting minutes. If agreed upon by the JCC at JDC, the next JCC meeting, and will minutes shall be promptly signed by the Alliance Managers.

Appears in 2 contracts

Samples: Option, License and Collaboration Agreement (Gilead Sciences Inc), Option, License and Collaboration Agreement (Galapagos Nv)

Meetings. The JCC will JSC shall meet at least once per [***] time per every [***] period during the Term unless the Parties mutually agree in writing to a different frequencyfrequency for such meetings. [***] may also call a special meeting of the JSC (by videoconference or teleconference) by at least [***] prior written notice to the other Party in the event such Party reasonably believes that a significant matter must be addressed prior to the next regularly scheduled meeting. No later than [***] prior to any meeting of the JCC JSC (or such shorter time period as the Parties may agreeother than a special meeting), the Alliance Managers will chairperson of the JSC shall prepare and circulate an agenda for such meeting; provided, however, that either Party will be free to [***] may propose additional topics to be included on such agenda, either prior to or in the course of such meeting. Either Party The JSC may also call a special meeting of the JCC (by videoconference, teleconference or meet in person) , by providing videoconference or by teleconference, provided however, at least [***] prior written notice to shall be in person unless the other Party if such Party reasonably believes that a significant matter must be addressed prior to the next scheduled meeting, in which event such Party will work with the chairperson of the JCC to provide the members of the JCC no later than Parties [***] prior in writing to the special meeting with an agenda for the meeting and materials reasonably adequate to enable an informed decision. The JCC may meet waive such requirement in person, by videoconference, lieu of a videoconference or by teleconference. In-person JCC JSC meetings will shall be held at locations in the United States alternately selected by Surface MTI and by Novartis or at any other location mutually agreed by the members of the JCC. Meetings of the JCC will be effective only if at least one (1) representative of each Party is present or participating in such meetingLicensee. Each Party will report to the JCC on all material issues relating to the Commercialization of Regional Licensed Products promptly after such issues arise. Each Party will shall bear the expense of its respective JCC JSC members’ participation in JCC JSC meetings. The JCC chairperson will of the JSC shall be responsible for preparing reasonably detailed written minutes of JCC meetings that reflect Confidential treatment has been sought for portions of this agreement. The copy filed herewithin omits the information subject to the confidential treatment request. Omissions are designated as ***. A complete version of this exhibit has been filed separately with the Securities and Exchange Commission. all decisions made and action items identified at such JSC meetings. The JCC chairperson will MTI shall prepare and send draft meeting minutes to each member of the JCC JSC for review and approval within [***] after each JCC JSC meeting. Minutes will Such minutes shall be deemed approved unless [***] members of the JCC object JSC provides amendments or edits to the accuracy of such minutes within [***] of receipt. Minutes Each Party may bring one or more additional participants to any meeting (e.g., individuals with expertise in relevant technical or regulatory issues), provided (A) such additional participant is bound by confidentiality obligations at least as restrictive as those contemplated under this Agreement and (B) such additional participants will be officially endorsed by not have a vote in any matters before the JCC at the next JCC meeting, and will be signed by the Alliance ManagersJSC.

Appears in 2 contracts

Samples: License and Collaboration Agreement (Menlo Therapeutics, Inc.), License and Collaboration Agreement (Menlo Therapeutics, Inc.)

Meetings. The JCC During the Term, the JSC will meet at least once two (2) times per [***] unless the Parties mutually agree in writing to a different frequencyCalendar Year. No later than [***] ten (10) Business Days prior to any meeting of the JCC (or such shorter time period as the Parties may agree)JSC, the Alliance Managers will jointly prepare and circulate an agenda for such meeting; provided, however, that either Party will be free to may propose additional topics to be included on such agenda, either prior to or in the course of such meeting. Either Party may also call a special meeting of the JCC JSC (by videoconference, teleconference or in person) by providing at least [***] ten (10) Business Days prior written notice to the other Party if such Party reasonably believes that a significant matter must be addressed prior to the next scheduled meeting, in which event such Party will work with the chairperson chairpersons of the JCC JSC to provide the members of the JCC JSC no later than [***] three (3) Business Days prior to the special meeting with an agenda for the meeting and materials reasonably adequate to enable an informed decisiondecision on the matters to be considered. The JCC JSC may meet in person, by videoconference, videoconference or by teleconference. Notwithstanding the foregoing, at least one (1) meeting per Calendar Year will be in person unless the Parties mutually agree in writing to waive such requirement. In-person JCC JSC meetings will be held at locations in the United States alternately selected mutually agreed upon by Surface ADT and by Novartis or at any other location mutually agreed by the members of the JCC. Meetings of the JCC will be effective only if at least one (1) representative of each Party is present or participating in such meeting. Each Party will report to the JCC on all material issues relating to the Commercialization of Regional Licensed Products promptly after such issues ariseAnchiano. Each Party will bear the expense of its respective JCC JSC members’ participation in JCC JSC meetings. Meetings of the JSC will be effective only if at least two (2) JSC members from each Party (which members do not include such Party’s Alliance Manager) are present or participating in such meeting. The JCC chairperson Alliance Managers will be responsible for preparing reasonably detailed written minutes of JCC all JSC meetings that reflect all material decisions made and action items identified at such meetings. The JCC chairperson Alliance Managers will send draft meeting minutes to each member of the JCC JSC for review and approval within [***] twenty (20) Business Days after each JCC JSC meeting. Minutes Such minutes will be deemed approved unless [***] one or more members of the JCC object JSC objects to the accuracy of such minutes within [***] five (5) Business Days of receipt. Upon any such objection, the members shall work together in good faith to promptly revise such minutes until such minutes are approved by all members of the JSC. Minutes will be officially endorsed by the JCC JSC at the next JCC JSC meeting, and will be signed by the Alliance Managers.

Appears in 2 contracts

Samples: Collaboration and License Agreement (Anchiano Therapeutics Ltd.), Collaboration and License Agreement (Anchiano Therapeutics Ltd.)

Meetings. The JCC JRC will meet at least once per [***] per Calendar Quarter, unless the Parties mutually agree in writing to a different frequency. At least [***] meeting per Calendar Year of the JRC shall be conducted in person. The location for the in-person meetings of the JRC shall, respectively, alternate between Repare’s headquarters and Ono’s headquarters (or such other locations as are mutually agreed by the Parties). No later than [***] Business Days prior to any meeting of the JCC JRC (or such shorter time period as the Parties may agree), the Alliance Managers Liaisons will prepare and circulate an agenda for such meeting; provided, however, that either Party will be free to propose additional topics to be included on such agenda, either prior to or in the course of such meeting. Either Party may also call a special meeting of the JCC JRC (by videoconference, teleconference or in person) by providing at least [***] Business Days prior written notice to the other Party if such Party reasonably believes that a significant matter must shall be addressed prior to the next scheduled meeting, in which event such Party will work with the chairperson of the JCC Liaisons to provide the members of the JCC JRC no later than [***] Business Days prior to the special meeting with an agenda for the meeting and materials reasonably adequate to enable an informed decision. The JCC JRC may meet in person, by videoconference, or by teleconference; provided that the final quarterly meeting of the JRC of each Calendar Year shall be conducted in person. In-In- person JCC JRC meetings will be held at locations in the United States alternately selected by Surface Repare and by Novartis Ono or at any other location mutually agreed by the members of the JCCJRC. Meetings of the JCC will be effective only if at least one (1) representative of each Party is present or participating All JRC meetings shall take place in such meetingEnglish. Each Party will report to the JCC JRC on all material issues relating to the Commercialization research of Regional Drug Candidates or Licensed Products Drug Candidates promptly after such issues arise. Each Party will bear the expense of its respective JCC JRC members’ participation in JCC JRC meetings. The JCC JRC chairperson will be responsible for preparing reasonably detailed written minutes of JCC JRC meetings that reflect all decisions made and action items identified at such meetings. The JCC chairperson will send meeting minutes to each member of the JCC for review and approval within [***] after each JCC meeting. Minutes will be deemed approved unless [***] members of the JCC object to the accuracy of such minutes within [***] of receipt. Minutes will be officially endorsed by the JCC at the next JCC meeting, and will be signed by the Alliance Managers.

Appears in 2 contracts

Samples: Research Services, License and Collaboration Agreement (Repare Therapeutics Inc.), Research Services, License and Collaboration Agreement (Repare Therapeutics Inc.)

Meetings. The JCC will meet at least once four times per [***] Calendar Year, unless the Parties mutually agree in writing to a different frequency. The JCC may meet in person, by videoconference or by teleconference. Meetings of the JCC will be effective only if at least one representative of each Party is present or participating in such meeting. Each Party will bear the expense of its respective JCC members’ participation in JCC meetings. No later than [***] five Business Days prior to any meeting of the JCC (or such shorter time period as the Parties may agree), the Alliance Managers together will prepare and circulate an agenda for such meeting; provided, however, that either Party will be free to propose additional topics to be included on such agenda, either prior to or in the course of such meeting, and any Party which will be presenting to the JCC at any meeting as part of such agenda will prepare and provide detailed materials to the JCC representatives to support discussion. Either Party may also call a special meeting of the JCC (by videoconference, teleconference or in person) by providing at least [***] 10 Business Days prior written notice to the other Party if such Party reasonably believes that a significant matter must be addressed prior to the next scheduled meeting, in which event such Party will work with the chairperson of the JCC to provide the members of the JCC no later than [***] three Business Days prior to the special meeting with an agenda for the meeting and materials reasonably adequate to enable an informed decision. The JCC may meet in person, by videoconference, or by teleconference. In-person JCC meetings will be held at locations in the United States alternately selected by Surface and by Novartis or at any other location mutually agreed by the members of the JCC. Meetings of the JCC will be effective only if at least one (1) representative of each Party is present or participating in such meeting. Each Party will report to the JCC on all material issues relating to the Commercialization of Regional Licensed Products promptly after such issues arise. Each Party will bear the expense of its respective JCC members’ participation in JCC meetings. The JCC chairperson will be responsible for preparing reasonably detailed written minutes of JCC meetings that reflect all decisions made and action items identified at such meetings. The JCC chairperson will send meeting minutes to each member of the JCC for review and approval within [***] 10 Business Days after each JCC meeting. Minutes will be deemed approved unless [***] one or more members of the JCC object to the accuracy of such minutes within [***] five Business Days of receipt. Any material changes proposed to any meeting minutes by either Party’s members of the JCC will be promptly circulated by the JCC chairperson to each member of the JCC for review and approval within five Business Days of receipt, with such process repeating until the meeting minutes are approval by all JCC members. Minutes will be officially endorsed by the JCC at the next JCC meeting, and will be signed by the Alliance Managers.

Appears in 2 contracts

Samples: License Agreement (TradeUP Acquisition Corp.), License Agreement (TradeUP Acquisition Corp.)

Meetings. The JCC will JSC shall meet at least once per [* * ***] ], unless the Parties mutually agree in writing to a different frequencyfrequency for such meetings. Either Party may also call a special meeting of the JSC (by videoconference or teleconference) by at least [* * *] Business Days prior written notice to the other Party in the event such Party reasonably believes that a significant matter must be addressed prior to the next regularly scheduled meeting, and such Party shall provide the JSC no later than [* * *] Business Days prior to the special meeting with materials reasonably adequate to enable an informed decision. No later than [*** * *] Business Days prior to any meeting of the JCC (or such shorter time period as the Parties may agree)JSC, the Alliance Managers will chairperson of the JSC shall prepare and circulate an agenda for such meeting; provided, however, that either Party will be free to may propose additional topics to be included on such agenda, either prior to or in the course of such meeting. Either Party may also call a special meeting of the JCC (by videoconference, teleconference or in person) by providing at least [***] prior written notice to the other Party if such Party reasonably believes that a significant matter must be addressed prior to the next scheduled meeting, in which event such Party will work with the chairperson of the JCC to provide the members of the JCC no later than [***] prior to the special meeting with an agenda for the meeting and materials reasonably adequate to enable an informed decision. The JCC JSC may meet in person, by videoconference, videoconference or by teleconference, provided however, at [* * *] shall be in person unless the Parties mutually agree in writing to waive such requirement in lieu of a videoconference or teleconference. In-person JCC JSC meetings will shall be held at locations in the United States alternately selected by Surface Virobay and by Novartis or at any other location mutually agreed by XXX. Each Party shall bear the members expense of the JCCits respective JSC members’ participation in JSC meetings. Meetings of the JCC will JSC shall be effective only if at least one (1) representative of each Party [* * *] is present or participating in such meeting. Each Party will report to The chairperson of the JCC on all material issues relating to the Commercialization of Regional Licensed Products promptly after such issues arise. Each Party will bear the expense of its respective JCC members’ participation in JCC meetings. The JCC chairperson will JSC shall be responsible for preparing reasonably detailed written minutes of JCC all JSC meetings that reflect reflect, without limitation, all material decisions made and action items identified at such meetings. The JCC JSC chairperson will shall send draft meeting minutes to each member of the JCC JSC for review and approval within [*** * *] Business Days after each JCC JSC meeting. Minutes will Such minutes shall be deemed approved unless [***] one or more members of the JCC object JSC objects to the accuracy of such minutes within [*** * *] Business Days of receipt. Minutes will be officially endorsed by the JCC at the next JCC meeting, and will be signed by the Alliance Managers.

Appears in 2 contracts

Samples: Development and License Agreement (Virobay Inc), Development and License Agreement (Virobay Inc)

Meetings. The JCC will JSC shall meet at least once per [**] per calendar [*] during the Term unless the Parties mutually agree in writing to a different frequencyfrequency for such meetings. No later than [***] prior to any meeting of the JCC (or such shorter time period as the Parties may agree)JSC, the Alliance Managers will chairperson of the JSC shall prepare and circulate an agenda for such meeting; provided, however, that either Party will be free to may propose additional topics to be included on such agenda, either prior to or in the course of such meeting. Either Party may also call a special meeting of the JCC JSC (by videoconference, teleconference or in person) by providing at least [***] Business Days’ prior written notice to the other Party if such Party reasonably believes that a significant matter must be addressed prior to the next scheduled meeting, in which event such Party will shall work with the chairperson of the JCC JSC and the Alliance Managers of both Parties to provide the members of the JCC JSC no later than [***] Business Days prior to the special meeting with an agenda for the meeting and materials reasonably adequate to enable an informed decisiondecision on the matters to be considered. The JCC JSC may meet in person, by videoconference, videoconference or by teleconference. Notwithstanding the foregoing, at least [*] meetings per calendar year shall be in person unless the Parties mutually agree in writing to waive such requirement. In-person JCC JSC meetings will be held at locations in the United States alternately selected by Surface Medivation and by Novartis or at any other location mutually agreed by Astellas. Each Party will bear the members expense of the JCCits respective JSC members’ participation in JSC meetings. Meetings of the JCC will JSC shall be effective only if at least one (1) representative of each Party (which representative is not such Party’s Alliance Manager) is present or participating in such meeting. Each Party will report to the JCC on all material issues relating to the Commercialization of Regional Licensed Products promptly after such issues arise. Each Party will bear the expense of its respective JCC members’ participation in JCC meetings. The JCC chairperson Alliance Managers will be responsible for preparing reasonably detailed written minutes of JCC all JSC meetings that reflect all reflect, without limitation, material decisions made and action items identified at such meetings. The JCC chairperson will Alliance Managers shall send draft meeting minutes to each member of the JCC JSC for review and approval within [***] Business Days after each JCC JSC meeting. Minutes Such minutes will be deemed approved unless [***] one or more members of the JCC object JSC objects to the accuracy of such minutes within [***] Business Days of receipt. Minutes will be officially endorsed by the JCC JSC at the next JCC JSC meeting, and will be signed by the Alliance Managers.

Appears in 2 contracts

Samples: Collaboration Agreement (Medivation, Inc.), Collaboration Agreement (Medivation, Inc.)

Meetings. The JCC JDC will meet at least once per [***] ], unless the Parties mutually agree in writing to a different frequency. No later than [***] Business Days prior to any meeting of the JCC JDC (or such shorter time period as the Parties may agree), the Alliance Managers will prepare and circulate an agenda for such meeting; provided, however, that either Party will be free to propose additional topics to be included on such agenda, either prior to or in the course of such meeting. Either Party may also call a special meeting of the JCC JDC (by videoconference, teleconference or in person) by providing at least [***] Business Days prior written notice to the other Party if such Party reasonably believes that a significant matter must be addressed prior to the next scheduled meeting, in which event such Party will work with the chairperson of the JCC Alliance Manager to provide the members of the JCC JDC no later than [***] Business Days prior to the special meeting with an agenda for the meeting and materials reasonably adequate to enable an informed decision. The JCC JDC may meet in person, or at the request of either Party, by videoconference, or by teleconference. In-person JCC JDC meetings will be held at locations in the United States alternately selected by Surface Unum and by Novartis SGI or at any other location mutually agreed by the members of the JCC. Meetings of the JCC will be effective only if at least one (1) representative of each Party is present or participating in such meetingJDC. Each Party will report to the JCC JDC on all material issues relating to the Commercialization Research and Development of Regional Licensed Research Candidates, Development Candidates and Products for and in the Territory promptly after such issues arise. Each Party will bear the expense of its respective JCC JDC members’ participation in JCC JDC meetings. The JCC JDC chairperson will be responsible for preparing reasonably detailed written minutes of JCC JDC meetings that reflect all decisions made and action items identified at such meetings. The JCC JDC chairperson will send meeting minutes to each member of the JCC JDC for review and approval within [***] Business Days after each JCC JDC meeting. Minutes will be deemed approved unless [***] one or more members of the JCC object JDC objects to the accuracy of such minutes within [***] Business Days of receipt. Minutes will be officially endorsed by the JCC JDC at the next JCC JDC meeting, and will be signed by the Alliance Managers.

Appears in 2 contracts

Samples: Collaboration Agreement (Unum Therapeutics, Inc.), Collaboration Agreement (Unum Therapeutics, Inc.)

Meetings. The JCC will Parties shall endeavor to have their first meeting of the JSC within thirty (30) days after the Effective Date. The JSC shall meet at least once per [*****] per Calendar Quarter during the Term spaced at regular intervals unless the Parties mutually agree in writing to a different frequencyfrequency for such meetings. Either Party may also call a special meeting of the JSC (by videoconference or teleconference) by at least ten (10) Business Days prior written notice to the other Party in the event such Party reasonably believes that a significant matter must be addressed prior to the next scheduled meeting, and such Party shall provide the JSC no later than five (5) Business Days prior to the special meeting with materials reasonably adequate to enable an informed decision; provided that for urgent matters, a Party may call a special meeting of the JSC with less than (10) Business Days’ notice if the Parties agree that an issue warrants an expedited meeting. No later than [***] ten (10) Business Days prior to any regularly scheduled meeting of the JCC (or such shorter time period as the Parties may agree)JSC, the Alliance Managers will chairpersons of the JSC shall prepare and circulate an agenda for such meeting; provided, however, that either Party will be free to may propose additional topics to be included on such agenda, either prior to or in the course of such meeting. Either Party The JSC may also call a special meeting of the JCC (by videoconference, teleconference or meet in person) , by providing videoconference or by teleconference. Notwithstanding the foregoing, at least [*****] prior written notice to per Calendar Year shall be in person through the other Party if such Party reasonably believes that a significant matter must be addressed prior to the next scheduled meeting, in which event such Party will work with the chairperson end of the JCC to provide the members of the JCC no later than [*****], and thereafter at least [*****] prior per Calendar Year shall be in person unless the Parties mutually agree in writing to the special meeting with an agenda for the meeting and materials reasonably adequate to enable an informed decision. The JCC may meet waive such requirement in person, by videoconference, lieu of a videoconference or by teleconference. In-person JCC JSC meetings will be held at locations in the United States U.S. alternately selected by Surface Anacor and by Novartis or at any other location mutually agreed by Sandoz. Each Party will bear the members expense of the JCCits respective JSC members’ participation in JSC meetings. Meetings of the JCC will JSC shall be effective only if at least one (1) representative [*****] of each Party is present or participating in such meeting. Each Party will report to The chairpersons of the JCC on all material issues relating to the Commercialization of Regional Licensed Products promptly after such issues arise. Each Party will bear the expense of its respective JCC members’ participation in JCC meetings. The JCC chairperson JSC will be responsible for preparing reasonably detailed written minutes of JCC all JSC meetings that reflect all reflect, without limitation, material decisions made and action items identified at such meetings. The JCC chairperson will JSC chairpersons shall send draft meeting minutes to each member of the JCC JSC for review and approval within ten (10) Business CONFIDENTIAL TREATMENT REQUESTED UNDER 17 C.F.R. SECTIONS 200.80(b)(4) AND 240.24b-2. [*****] INDICATES OMITTED MATERIAL THAT IS THE SUBJECT OF A CONFIDENTIAL TREATMENT REQUEST FILED SEPARATELY WITH THE COMMISSION. THE OMITTED MATERIAL HAS BEEN FILED SEPARATELY WITH THE COMMISSION. EXECUTION COPY Days after each JCC JSC meeting. Minutes Such minutes will be deemed approved unless [***] one or more members of the JCC JSC object to the accuracy of such minutes within [***] ten (10) Business Days of receipt. Minutes will be officially endorsed by the JCC at the next JCC meeting, and will be signed by the Alliance Managers.

Appears in 1 contract

Samples: Distribution and Commercialization Agreement (Anacor Pharmaceuticals, Inc.)

Meetings. The JCC will Parties shall endeavor to have their first meeting of the JSC within thirty (30) days after the Effective Date. The JSC shall meet at least once one (1) time per [***] Calendar Quarter during the Term spaced at regular intervals unless the Parties mutually agree in writing to a different frequencyfrequency for such meetings. Either Party may also call a special meeting of the JSC (by videoconference or teleconference) by providing at least ten (10) Business Days’ prior written notice to the other Party in the event such Party reasonably believes that a significant matter must be addressed prior to the next scheduled meeting, and such Party shall provide the JSC no later than five (5) Business Days prior to the special meeting with materials reasonably adequate to enable an informed decision; provided, that for urgent matters, a Party may call a special meeting of the JSC with less than ten (10) Business Days’ notice if the Parties agree that an issue warrants an expedited meeting. No later than [***] ten (10) Business Days prior to any regularly scheduled meeting of the JCC (or such shorter time period as the Parties may agree)JSC, the Alliance Managers will chairpersons of the JSC shall prepare and circulate an agenda for such meeting; provided, however, that either Party will be free to may propose additional topics to be included on such agenda, either prior to or in the course of such meeting. Either Party may also call a special meeting of the JCC (by videoconference, teleconference or in person) by providing at least [***] prior written notice to the other Party if such Party reasonably believes that a significant matter must be addressed prior to the next scheduled meeting, in which event such Party will work with the chairperson of the JCC to provide the members of the JCC no later than [***] prior to the special meeting with an agenda for the meeting and materials reasonably adequate to enable an informed decision. The JCC JSC may meet in person, by videoconference, videoconference or by teleconference. In-person JCC meetings Each Party will be held at locations bear the expense of its respective JSC members’ participation in the United States alternately selected by Surface and by Novartis or at any other location mutually agreed by the members of the JCCJSC meetings. Meetings of the JCC will JSC shall be effective only if at least one (1) JSC representative from each of each Party the BIO Parties (collectively) and Acutus is present or participating in such meeting. Each Party will report to the JCC on all material issues relating to the Commercialization of Regional Licensed Products promptly after such issues arise. Each Party will bear the expense of its respective JCC members’ participation in JCC meetings. The JCC chairperson will be responsible for preparing reasonably detailed written minutes of JCC all JSC meetings that reflect all reflect, without limitation, decisions made and action items identified at such meetings. The JCC chairperson will shall send draft meeting minutes minutes, including a description of all discussions and decisions, to each member of the JCC JSC for review and approval within [***] ten (10) Business Days after each JCC JSC meeting. Minutes Such minutes will be deemed approved unless [***] one (1) or more members of the JCC JSC object to the accuracy of such minutes within [***] ten (10) Business Days of receipt. Minutes will be officially endorsed by the JCC at the next JCC meeting, and will be signed by the Alliance Managers.

Appears in 1 contract

Samples: License and Distribution Agreement (Acutus Medical, Inc.)

Meetings. The JCC During the Term, the JDC will meet at least once per on a [***] basis, unless otherwise agreed to by the Parties mutually agree in writing to a different frequencyJDC. No later than [***] prior to any meeting of the JCC (or such shorter time period as the Parties may agree)JDC, the Alliance Managers will jointly prepare and circulate an agenda for such meeting; provided, however, that either Party will be free to may propose additional topics to be included on such agenda, either prior to or in the course of such meeting. Either Party may also call a special meeting of the JCC (by videoconference, teleconference or in person) by providing at least [***] prior written notice to so long as the other Party if consents to such Party reasonably believes that a significant matter must later addition of such agenda items (which consent shall not be addressed prior to the next scheduled meetingunreasonably conditioned, in which event such Party will work with the chairperson of the JCC to provide the members of the JCC no later than [***] prior to the special meeting with an agenda for the meeting and materials reasonably adequate to enable an informed decisionwithheld or delayed). The JCC JDC may meet in person, by videoconference, videoconference or by teleconference. In-person JCC meetings ; provided that, unless otherwise agreed by the Parties, at least [**] meeting per Calendar Year will be held at locations in person. The location of the United States alternately in-person JDC meetings will alternate between a location selected by Surface Licensee and a location selected by Novartis or at any other Agenus, with Licensee selecting the location mutually agreed by the members of the JCC. Meetings of the JCC will be effective only if at least one (1) representative of each Party is present or participating in such first in-person JDC meeting. Each Party will report to the JCC on all material issues relating to the Commercialization of Regional Licensed Products promptly after such issues arise. Each Party will bear the expense of its respective JCC JDC members’ participation in JCC JDC meetings. Meetings of the JDC will be effective only if at least [**] JDC members from each Party (which members do not include [**] = Portions of this exhibit have been omitted pursuant to a confidential treatment request. An unredacted version of this exhibit has been filed separately with the Commission. Exhibit 10.1 such Party’s Alliance Manager) are present or participating (including by videoconference or teleconference) in such meeting. The JCC chairperson Alliance Managers will be responsible for preparing reasonably detailed written minutes of JCC all JDC meetings that reflect all material decisions made and action items identified at such meetings. The JCC chairperson Alliance Managers will send draft meeting minutes to each member of the JCC JDC for review and approval within [***] after each JCC JDC meeting. Minutes Such minutes will be deemed approved unless [***] one or more members of the JCC object JDC objects to the accuracy of such minutes within [***] of receipt. Minutes will be officially endorsed by the JCC at the next JCC meeting, and will be signed by the Alliance Managers.

Appears in 1 contract

Samples: Development and Commercialization Agreement (Agenus Inc)

Meetings. The JCC JSC will meet at least once per [***] unless per Calendar Quarter, or at a frequency otherwise agreed by the Parties. The JSC may conduct such meetings by telephone, videoconference, or in person (at a mutually agreed location) as determined by the co-chairpersons; provided, that the Parties mutually agree will endeavor meet in writing to a different frequency. No later than person for at least [***] prior to any meeting JSC meetings per year until the First Commercial Sale of the JCC Licensed Bispecific, alternating between Amgen’s and Molecular Partners’ respective offices (or at such shorter time period other location as the Parties may agreemutually agreed), the Alliance Managers . Each co-chairperson will prepare and circulate an agenda for such meeting; provided, however, ensure that either Party will be free to propose additional topics to be included on such agenda, either prior to or in the course its JSC members receive adequate notice of such meetingmeetings. Either Each Party may also call a special meeting meetings of the JCC (by videoconference, teleconference or in person) by providing JSC with at least [***] prior written notice notice, or a shorter time-period in exigent circumstances, to the other Party if resolve particular matters requested by such Party reasonably believes that a significant matter must be addressed prior to are within the next scheduled meeting, in which event such Party will work with the chairperson purview of the JCC to provide the members JSC. Meetings of the JCC no later JSC are effective only if at least [***] representative of each Party participates in such meeting. As appropriate, and provided that not less than [***] prior written notice has been given to the special other Party, other employees of the Parties may attend JSC meetings as observers. A Party shall not bring a Third Party to a meeting without the other Party’s prior consent, such consent not to be unreasonably withheld, conditioned, or delayed, and any such Third Party that attends a JSC meeting shall be bound by confidentiality and non-use obligations consistent with an the terms of this Agreement. Each Party shall use reasonable efforts to make all proposals for agenda items and to provide all appropriate information with respect to such proposed items reasonably in advance of the applicable meeting. The Alliance Managers may suggest topics for the agenda for JSC meetings by forwarding such topics and relevant information to the meeting and materials reasonably adequate to enable an informed decisionJSC chairpersons. The JCC may meet in person, by videoconference, or by teleconference. In-person JCC meetings will be held at locations in the United States alternately selected by Surface and by Novartis or at any other location mutually agreed by the members chairpersons of the JCC. Meetings JSC shall promptly prepare and circulate for review and approval of the JCC will be effective only if at least one (1) representative Parties minutes of each Party is present or participating in meeting. The Parties shall agree on the minutes of each meeting as promptly as practicable following such meeting. Each Party will report to the JCC on all material issues relating to the Commercialization of Regional Licensed Products promptly after such issues arise. Each Party will bear the expense of its respective JCC members’ participation in JCC meetings. The JCC chairperson will be is responsible for preparing reasonably detailed written minutes of JCC meetings that reflect its own expenses incurred in connection with participating in and attending all decisions made and action items identified at such meetings. The JCC chairperson will send meeting minutes to each member of the JCC for review Each Party’s representatives and approval within [***] after each JCC meeting. Minutes will employee observers shall be deemed approved unless [***] members of the JCC object to the accuracy of such minutes within [***] of receipt. Minutes will be officially endorsed bound by the JCC at the next JCC meeting, and will be signed by the Alliance Managersobligations of confidentiality set forth in Article 13.

Appears in 1 contract

Samples: Collaboration and License Agreement (Molecular Partners Ag)

Meetings. The JCC will JDC shall meet at least once per [***] calendar quarter, unless the Parties mutually agree in writing to a different frequency. No later than [***] Business Days prior to any meeting of the JCC (or such shorter time period as the Parties may agree)JDC, the Alliance Managers will chairperson of the JDC shall prepare and circulate an agenda for such meeting; provided, however, that either Party will shall be free to propose additional topics to be included on such agenda, either prior to or in the course of such meeting. Either Party may also call a special meeting of the JCC JDC (by videoconference, teleconference teleconference, or in person) by providing at least [***] Business Days prior written notice to the other Party if such Party reasonably believes that a significant matter must be addressed prior to the next scheduled meeting, in which event such Party will shall work with the chairperson of the JCC JDC to provide the members of the JCC JDC no later than [***] Business Days prior to the special meeting with an agenda for the meeting and materials reasonably adequate to enable an informed decision. The JCC JDC Amended and Restated License and Collaboration Agreement may meet in person, or at the request of either Party, by videoconference, or by teleconference. In-person JCC JDC meetings will be held at locations in the United States alternately selected by Surface Galapagos and by Novartis Gilead or at any other location mutually agreed by the members of the JCC. Meetings of the JCC will be effective only if at least one (1) representative of each Party is present or participating in such meetingJDC. Each Party will shall report to the JCC JDC on all material issues relating to the Commercialization Development of Regional Licensed Products for and in the Territory promptly after such issues arise. Each Party will bear the expense of its respective JCC JDC members’ participation in JCC JDC meetings. The JCC chairperson will be responsible for preparing reasonably detailed written minutes of JCC JDC meetings that reflect all decisions made and action items identified at such meetings. The JCC JDC chairperson will shall send meeting minutes to each member of the JCC JDC for review and approval and to the Alliance Managers for informational purposes within [***] Business Days after each JCC JDC meeting. Minutes will be deemed approved unless [***] one or more members of the JCC object JDC objects (whereby an objection by e-mail shall suffice) to the accuracy of such minutes within [***] Business Days of receipt, in which case the Gilead Alliance Manager shall amend the draft meeting minutes accordingly and send the revised draft meeting minutes to each member of the JDC for review and approval within […***…] Business Days of receipt of the objection(s). The same review procedures and timelines set out in the immediately preceding sentence shall apply to such revised draft meeting minutes. Minutes will be officially endorsed by the JCC JDC at the next JCC JDC meeting, and will be signed by the Alliance Managers.

Appears in 1 contract

Samples: License and Collaboration Agreement (Galapagos Nv)

Meetings. The JCC will meet JSC and each JSC subcommittee shall hold meetings at least such times as it elects to do so, but in no event shall such meetings be held less frequently than once per every [***] unless for the Parties mutually agree in writing to a different frequency. No later JSC and not less frequently than every [***] prior to any meeting of for the JCC JSC subcommittees (or at such shorter time period other frequency as the Parties may agreeJSC or relevant JSC subcommittee shall determine). In order to bring all issues up-to-date, the Alliance Managers will prepare and circulate an agenda for such meeting; provided, however, that either Party will be free to propose additional topics to be included on such agenda, either prior to or in the course of such meeting. Either Party may also call a special every other JSC subcommittee meeting of the JCC (by videoconference, teleconference or in person) by providing shall thereby take place at least [***] prior written notice before the next JSC meeting and the relevant subcommittee shall inform the JSC about any recommendations as well as refer unresolved matters to the JSC meeting. The JSC and the JSC subcommittees shall meet alternately at BASILEA’s facilities in Switzerland, and ASTELLAS’ facilities or at such other locations as the Parties may agree. Other employees of each Party if such Party reasonably believes that a significant matter must be addressed prior to involved in the next scheduled meetingDevelopment, in which event such Party will work with the chairperson Manufacturing, Commercialization or Regulatory Approval of the JCC to provide Product may attend meetings of the JSC or the JSC subcommittees (as non-voting participants, unless they are members of the JCC no later than relevant group), as needed, and consultants, representatives, or advisors involved in the Development, Manufacture, Commercialization or Regulatory Approval of the Product may attend meetings of each of the JSC and JSC subcommittees as non-voting observers; provided that such Third Party representatives are under obligations of confidentiality and non use applicable to the Confidential Information of each Party and subject to consent of the other Party, which shall not be unreasonably withheld. Each Party shall be responsible for all of its own expenses of participating in the JSC or the JSC subcommittees. Meetings of the JSC and the JSC subcommittees may be held by audio or video teleconference with the consent of each Party; provided that at least [***] prior of the JSC and each JSC subcommittee shall be held in person. Each Party has the right to request meetings if deemed necessary according to the special meeting with an agenda for the meeting and materials reasonably adequate to enable an informed decisionrequesting Party. The JCC may meet in person, by videoconference, or by teleconference. In-person JCC meetings will be held at locations in the United States alternately selected by Surface and by Novartis or No action taken at any other location mutually agreed by the members meeting of the JCC. Meetings of the JCC will JSC shall be effective only if at least one (1) unless a representative of each Party is present or participating in such meeting. Each Party will report to the JCC on all material issues relating to the Commercialization of Regional Licensed Products promptly after such issues arise. Each Party will bear the expense of its respective JCC members’ participation in JCC meetings. The JCC chairperson will be responsible for preparing reasonably detailed written minutes of JCC meetings that reflect all decisions made and action items identified at such meetings. The JCC chairperson will send meeting minutes to each member of the JCC for review and approval within [***] after each JCC meeting. Minutes will be deemed approved unless [***] members of the JCC object to the accuracy of such minutes within [***] of receipt. Minutes will be officially endorsed by the JCC at the next JCC meeting, and will be signed by the Alliance Managersparticipating.

Appears in 1 contract

Samples: License and Co Development Agreement (Basilea Pharmaceutica Ltd.)

Meetings. The JCC Unless otherwise agreed by the Parties, the PCC will meet at least once each Calendar Quarter during each Calendar Year (i.e., four times per [***] unless Calendar Year), in each case by teleconference, videoconference, or in person, as agreed to by the Parties mutually agree and, where possible, at least two meetings per Calendar Year will be in writing to a different frequencyperson. No later than [***] prior to any Specific meeting dates will be determined by agreement of the JCC (or such shorter time period as the Parties may agree), the Alliance Managers will prepare and circulate an agenda for such meeting; provided, however, that either Party will be free to propose additional topics to be included on such agenda, either prior to or in the course of such meetingParties. Either Party may also call a special meeting of the JCC PCC (by videoconference, teleconference videoconference or in personteleconference) by providing at least [***] upon prior written notice to to, and agreement by, the other Party Party, if such Party reasonably believes that a significant matter must be addressed prior to before the next regularly scheduled PCC meeting, in which event such Party will work with the chairperson . The first meeting of the JCC to provide the members of the JCC PCC shall be held at a mutually agreeable time no later than [***] prior to 90 days after the special Effective Date. Evelo will host the first in person meeting with an agenda for of the meeting and materials reasonably adequate to enable an informed decisionPCC at a mutually agreeable place. The JCC may meet in person, by videoconference, or by teleconference. In-person JCC meetings will be held at locations in the United States alternately selected by Surface and by Novartis or at any other location mutually agreed by the members of the JCC. Meetings of the JCC will be effective only if at least one (1) representative Alliance Manager of each Party is present or participating will alternate holding responsibility, on behalf of the PCC, for setting the agenda for meetings of the PCC with input from the other members and for conducting the meetings of the PCC. The applicable then-responsible Alliance Manager will prepare and disseminate agendas and presentations no less than five Business Days in such advance of each PCC meeting unless otherwise agreed to by the Parties in writing. No later than 10 Business Days after each PCC meeting. Each Party , the Alliance Managers will report jointly prepare and circulate draft minutes from each PCC meeting that shall reference, reflect and summarize any Confidential Information shared (by way of example only and without limitation to the JCC on all material issues relating to generality of the Commercialization foregoing, if a confidential formula is disclosed orally at a meeting of Regional Licensed Products promptly after such issues arise. Each Party will bear the expense of its respective JCC members’ participation in JCC meetings. The JCC chairperson will be responsible for preparing reasonably detailed written PCC, then the minutes of JCC meetings the PCC meeting should record that reflect all the formula was disclosed, provide a description of the nature and purpose of the formula, and note that the formula is to be treated as the disclosing Party’s Confidential Information, but the formula itself would not need to be written in the minutes), decisions made made, and action items identified at such meetings. The JCC chairperson meetings and will send prepare and circulate final minutes for each PCC meeting minutes to each member of the JCC for review and approval within [***] no later than five Business Days after circulation of the draft minutes from each JCC such meeting. Minutes The Alliance Managers will ensure that such minutes are reviewed and approved by their respective companies no later than five Business Days after circulation of the draft minutes or such circulated minutes will be deemed approved unless [***] members of the JCC object to the accuracy of such minutes within [***] of receipt. Minutes will be officially endorsed by the JCC at the next JCC meeting, and will be signed by the Alliance Managersfinal.

Appears in 1 contract

Samples: Commercialization and License Agreement (Evelo Biosciences, Inc.)

Meetings. The JCC will Following its inception, the JDC shall meet at least once one (1) time per [***] Calendar Quarter (or more frequently when necessary), spaced at regular intervals, unless the Parties mutually agree in writing to a different frequency. No later than [***] prior to any meeting of the JCC (or such shorter time period as the Parties may agree), the Alliance Managers will prepare and circulate an agenda for such meeting; provided, however, that either Party will be free to propose additional topics to be included on such agenda, either prior to or in the course of such meeting. Either Party may also call a special meeting of the JCC JDC (by videoconference, teleconference videoconference or in personteleconference) by providing at least [***] ten (10) Business Days prior written notice to the other Party if in the event such Party reasonably believes that a significant matter must be addressed prior to the next scheduled meeting, in which event and such Party will work with the chairperson of the JCC to shall provide the members of the JCC JDC no later than [***] ten (10) Business Days prior to the special meeting with an agenda for the meeting and materials reasonably adequate to enable an informed decision; provided, however, that where a special meeting is called for on shorter notice with regard to a matter that does not admit delay, such notice and such materials shall be provided as early as possible in advance of such meeting. No later than ten (10) Business Days (or such shorter period as may be necessary in the event of a special meeting called for on shorter notice in accordance with the foregoing) prior to any meeting of the JDC, the secretariats shall jointly prepare and circulate an agenda for such meeting; provided, however, that either Party shall be free to propose additional topics to be included on such agenda, either prior to or, subject to the consent of the other Party, in the course of such meeting. The JCC JDC may meet in person, or at the request of either Party, by videoconference, videoconference or by teleconference. In-person JCC JDC meetings will be held at locations alternately selected and hosted by FibroGen and by AstraZeneca. Each Party shall report to the JDC on all material issues relating to the Development of Products for and in the United States alternately selected by Surface Territory at the JDC meeting occurring after such issues arise. The host Party shall be responsible for the costs and by Novartis or at any other location mutually agreed by the members expenses of the JCCJDC meeting hosted, provided that each Party will bear the expense of its respective JDC members’ and other attendees’ participation in JDC meetings, including travel costs. Meetings of the JCC will JDC shall be effective only if at least one (1) representative of each Party is present or participating in such meeting. Each The secretariat of the host Party will report to the JCC on all material issues relating to the Commercialization of Regional Licensed Products promptly after such issues arise. Each Party will bear the expense of its respective JCC members’ participation in JCC meetings. The JCC chairperson will shall be responsible for preparing keeping reasonably detailed written minutes of JCC all JDC meetings that reflect all decisions made and action items identified at such meetings. The JCC chairperson will secretariat of the host Party shall send meeting minutes to the other Party’s secretariat, and each member of the JCC for secretariat shall seek and obtain review and approval of such minutes from its respective Party’s members of the JDC within [***] ten (10) Business Days after each JCC JDC meeting. Minutes will be deemed approved unless [***] one or more members of the JCC object JDC objects to the accuracy of such minutes within [***] of receipt. Minutes will be officially endorsed by the JCC at the next JCC meeting, and will be signed by the Alliance Managers.ten

Appears in 1 contract

Samples: License, Development and Commercialization Agreement

Meetings. The JCC will shall meet at least once per [***] calendar quarter, unless the Parties mutually agree in writing to a different frequency. No later than [***] Business Days prior to any meeting of the JCC (or such shorter time period as the Parties may agree)JCC, the Alliance Managers will chairperson of the JCC shall prepare and circulate an agenda for such meeting; provided, however, that either Party will shall be free to propose additional topics to be included on such agenda, either prior to or in the course of such meeting. Either Party may also call a special meeting of the JCC (by videoconference, teleconference teleconference, or in person) by providing at least [***] Business Days prior written notice to the other Party if such Party reasonably believes that a significant matter must be addressed prior to the next scheduled meeting, in which event such Party will shall work with the chairperson of the JCC to provide the members of the JCC no later than [***] Business Days prior to the special meeting with an agenda for the meeting and materials reasonably adequate to enable an informed decision. The JCC may meet in person, by videoconference, or by teleconference. In-person JCC meetings will be held at locations in the United States alternately selected by Surface Galapagos and by Novartis Gilead or at any other location mutually agreed by the members of the JCC. Meetings of the JCC will shall be effective only if at least one (1) representative of each Party is present or participating in such meeting. Each Party will shall report to the JCC on all material issues relating to the Commercialization of Regional Licensed Products and Gilead Combination Products, as applicable, promptly after such issues arise. Each Party will bear the expense of its respective JCC members’ participation in JCC meetings. The JCC chairperson will be responsible for preparing reasonably detailed written minutes of JCC meetings that reflect all decisions made and action items identified at such meetings. The JCC chairperson shall send meeting minutes to each member of the JCC for review and approval and the Alliance Managers for informational purposes within […***…] Business Days after each JCC meeting. Minutes will be deemed approved unless one or more members of the JCC objects (whereby an objection by e-mail shall suffice) to the accuracy of such minutes within […***…] Business Days of receipt, in which case the Gilead Alliance Manager shall amend the draft meeting minutes accordingly and send the revised draft meeting minutes to each member of the JCC for review and approval within [***] after each JCC meeting. Minutes will be deemed approved unless [***] members Business Days of receipt of the JCC object objection(s). The same review procedures and timelines set out in the immediately preceding sentence shall apply to the accuracy of such minutes within [***] of receiptrevised draft meeting minutes. Minutes will be officially endorsed by the JCC at the next JCC meeting, and will be signed by the Alliance Managers.

Appears in 1 contract

Samples: License and Collaboration Agreement (Galapagos Nv)

Meetings. The JCC will JSC shall meet at least once per [***] calendar quarter during the Term unless the Parties mutually agree in writing to a different frequency. No later than [***] Business Days prior to any meeting of the JCC (or such shorter time period as the Parties may agree)JSC, the Alliance Managers will chairperson of the JSC shall prepare and circulate an agenda for such meeting; provided, however, that either Party will be free to may propose additional topics to be included on such agenda, either prior to or in the course of such meeting. Either Party may also call a special meeting of the JCC JSC (by videoconference, teleconference teleconference, or in person) by providing at least [***] Business Days prior written notice to the other Party if such Party reasonably believes that a significant matter must be addressed prior to the next scheduled meeting, in which event such Party will shall work with the chairperson of the JCC JSC and Alliance Managers of both Parties to provide the members of the JCC JSC no later than [***] Business Days prior to the special meeting with an agenda for the meeting and materials reasonably adequate to enable an informed decisiondecision on the matters to be considered. The JCC Parties may mutually agree to additional meetings on shorter or longer notice in the event that matters arise requiring JSC consideration. The JSC may meet in person, by videoconference, videoconference or by teleconference. Notwithstanding the foregoing, at least one (1) meeting per calendar year shall be in person unless the Parties mutually agree in writing to waive such requirement. In-person JCC JSC meetings will be held at locations in the United States alternately selected by Surface Galapagos and by Novartis or at any other location mutually agreed by Gilead. Each Party will bear the members expense of the JCCits respective JSC members’ participation in JSC meetings. Meetings of the JCC will JSC shall be effective only if at least one (1) representative of each Party (which representative is not such Party’s Alliance Manager) is present or participating in such meeting. Each Party will report to the JCC on all material issues relating to the Commercialization of Regional Licensed Products promptly after such issues arise. Each Party will bear the expense of its respective JCC members’ participation in JCC meetings. The JCC chairperson Gilead Alliance Manager will be responsible for preparing reasonably detailed written minutes of JCC all JSC meetings Amended and Restated License and Collaboration Agreement that reflect all material decisions made and action items identified at such meetings. The JCC chairperson will Gilead Alliance Manager shall send draft meeting minutes to each member of the JCC JSC for review and approval within [***] Business Days after each JCC JSC meeting. Minutes Such minutes will be deemed approved unless [***] one or more members of the JCC object JSC objects (whereby an objection by e-mail shall suffice) to the accuracy of such minutes within [***] Business Days of receipt, in which case the Gilead Alliance Manager shall amend the draft meeting minutes accordingly and send the revised draft meeting minutes to each member of the JSC for review and approval within […***…] Business Days of receipt of the objection(s). The same review procedures and timelines as set out in the immediately preceding sentence shall apply to such revised draft meeting minutes. Minutes will be officially endorsed by the JCC JSC at the next JCC JSC meeting, and will be signed by the Alliance Managers.

Appears in 1 contract

Samples: License and Collaboration Agreement (Galapagos Nv)

Meetings. The JCC will JSC shall, after appointment of its initial members, meet at least once per [***] unless every Calendar Quarter at times mutually agreed upon by the Parties, and at least two (2) of such meetings each year shall be held in person. The location of the meetings of the JSC to be held in person shall be agreed upon by the Parties mutually agree in writing to a different frequency(with the intent that it should alternate between the Parties’ respective headquarters locations or be held at the time and sites of major medical conferences attended by both Parties). No later than [***] prior to any meeting of the JCC (or such shorter time period as the Parties may agree)Additionally, the Alliance Managers will prepare and circulate an agenda for such meeting; provided, however, that either Party will be free to propose additional topics to be included on such agenda, either prior to or in the course of such meeting. Either Party may also call a special meeting of the JCC JSC upon written notice to the other (and which meeting shall be scheduled promptly at mutually agreeable times) (a) to make any determination under this Agreement that cannot reasonably be postponed until the next scheduled JSC meeting, (b) for the purpose of resolving disputes in connection with, or for the purpose of reviewing or making a decision pertaining to, any material matter within the purview of the JSC, the examination or resolution of which cannot reasonably be postponed until the next scheduled JSC meeting or (c) as reasonably necessary to review other matters occurring between JSC meetings. Each such special meeting of the JSC shall be convened at such time as may be mutually agreed upon by videoconferencethe Parties, teleconference but in any event shall be held within fifteen (15) days after delivery of the written notice described in the immediately preceding sentence. Each Party shall use reasonable efforts to cause its representatives to attend the meetings of the JSC. If a representative of a Party is unable to attend a meeting, such Party may designate an alternate to attend such meeting in place of the absent representative. Each Party shall bear all the expenses of its representatives on the JSC. Either Party may invite personnel or consultants of the Parties (other than the members of the JSC) having applicable expertise to participate in person) by providing at least [***] = CONFIDENTIAL TREATMENT REQUESTED discussions of the JSC from time to time as appropriate to assist in the activities of the JSC with the prior consent of the other Party, which shall not be unreasonably withheld;, and any such non-member shall be (x) bound by confidentiality and non-use obligations equivalent in scope to those set forth in ARTICLE XII of this Agreement and (y) under a written notice obligation to assign to the other Party if inviting such Party reasonably believes that a significant matter must be addressed prior to the next scheduled meeting, in which event non-member any inventions of such Party will work with the chairperson of the JCC to provide the members of the JCC no later than [***] prior to the special meeting with an agenda for the meeting and materials reasonably adequate to enable an informed decision. The JCC may meet in person, by videoconference, or by teleconference. Innon-person JCC meetings will be held at locations member in the United States alternately selected by Surface and by Novartis course of or at as a result of attending any other location mutually agreed by the members of the JCC. Meetings of the JCC will be effective only if at least one (1) representative of each Party is present or participating in such meeting. Each Party will report to the JCC on all material issues relating to the Commercialization of Regional Licensed Products promptly after such issues arise. Each Party will bear the expense of its respective JCC members’ participation in JCC meetings. The JCC chairperson will be responsible for preparing reasonably detailed written minutes of JCC meetings that reflect all decisions made and action items identified at such meetings. The JCC chairperson will send meeting minutes to each member of the JCC for review and approval within [***] after each JCC meeting. Minutes will be deemed approved unless [***] members of the JCC object to the accuracy of such minutes within [***] of receipt. Minutes will be officially endorsed by the JCC at the next JCC meeting, and will be signed by the Alliance Managers.

Appears in 1 contract

Samples: Development Collaboration and License Agreement (DBV Technologies S.A.)

Meetings. The JCC will meet at least once per Parties shall endeavor to have their first meeting of the JSC within [****] unless days after the Parties mutually agree in writing to a different frequency. No establishment of the JSC; provided that such meeting shall be no later than [****] prior days after the Effective Date. The JSC shall meet at least [****] per Calendar Quarter during the Term (spaced at regular intervals) unless the JSC mutually agrees in writing to any meeting of the JCC (or such shorter time period as the Parties may agree), the Alliance Managers will prepare and circulate an agenda a different frequency for such meeting; provided, however, that either Party will be free to propose additional topics to be included on such agenda, either prior to or in the course of such meetingmeetings. Either Party may also call a special meeting of the JCC JSC (by videoconference, teleconference videoconference or in personteleconference) by providing at least [****] Business Days’ prior written notice to the other Party if in the event such Party reasonably believes that a significant matter must be addressed prior to the next scheduled meetingmeeting of the JSC, in which event and such Party will work with the chairperson of the JCC to shall provide the members of the JCC JSC no later than [****] Business Days prior to the special meeting with materials that such Party reasonably believes in good faith are sufficient to enable the JSC members to make an informed decision; provided that for time sensitive matters, a Party may call a special meeting of the JSC on less than [****] Business Days’ prior written notice if the Parties, as confirmed in writing by the Alliance Managers, agree that an issue warrants an expedited meeting. No later than [****] Business Days prior to any meeting of the JSC, the Alliance Managers (or their respective designees) shall prepare and circulate an agenda for the such meeting and materials reasonably adequate each Party shall be permitted to enable an informed decisionpropose additional topics to be included on such agenda. The JCC JSC may meet in person, by videoconference, videoconference or by teleconference. In-person JCC JSC meetings will be held at locations in the United States alternately selected by Surface Alnylam and by Novartis or at any other location mutually agreed by Roche. Each Party will bear the members expense of the JCCits respective JSC members’ participation in JSC meetings. Meetings of the JCC will JSC shall be effective only if at least one (1) representative member of each Party is present or participating in such meeting. Each Party will report to the JCC on all material issues relating to the Commercialization of Regional Licensed Products promptly after such issues arise. Each Party will bear the expense of its The Alliance Managers (or their respective JCC members’ participation in JCC meetings. The JCC chairperson designees) will be responsible for preparing reasonably detailed the preparation of written minutes of JCC all JSC meetings that reflect all material decisions and actions made and action items identified at such meetings. The JCC chairperson will send Alliance Managers (or their respective designees) shall deliver draft meeting minutes to each member of the JCC JSC for their review and approval within [****] Business Days after each JCC JSC meeting. Minutes Such minutes will be deemed approved unless [***] one or more members of the JCC object JSC objects in writing to the accuracy of such minutes within [****] of receipt. Minutes will be officially endorsed by the JCC at the next JCC meeting, and will be signed by the Alliance ManagersBusiness Days after receipt thereof.

Appears in 1 contract

Samples: Collaboration and License Agreement (Alnylam Pharmaceuticals, Inc.)

Meetings. The JCC will shall meet at least once per [***] calendar quarter, unless the Parties mutually agree in writing to a different frequency. No later than [***] Business Days prior to any meeting of the JCC (or such shorter time period as the Parties may agree)JCC, the Alliance Managers will chairperson of the JCC shall prepare and circulate an agenda for such meeting; provided, however, that either Party will shall be free to propose additional topics to be included on such agenda, either prior to or in the course of such meeting. Either Party may also call a special meeting of the JCC (by videoconference, teleconference teleconference, or in person) person by providing at least [***] Business Days prior written notice to the other Party if such Party reasonably believes that a significant matter must be addressed prior to the next scheduled meeting, in which event such Party will shall work with the chairperson of the JCC to provide the members of the JCC no later than [***] Business Days prior to the special meeting with an agenda for the meeting and materials reasonably adequate to enable an informed decision. The JCC may meet in person, by videoconference, or by teleconference. In-person JCC meetings will be held at locations in the United States alternately selected by Surface Galapagos and by Novartis Gilead or at any other location mutually agreed by the members of the JCC. Meetings of the JCC will shall be effective only if at least one (1) representative of each Party is present or participating in such meeting. Each Party will shall report to the JCC on all material issues relating to the Commercialization of Regional Licensed Products and Gilead Combination Products, as applicable, promptly after such issues arise. Each Party will bear the expense of its respective JCC members’ participation in JCC meetings. The JCC chairperson will be responsible for preparing reasonably detailed written minutes of JCC meetings that reflect all decisions made and action items identified at such meetings. The JCC chairperson shall send meeting minutes to each member of the JCC for review and approval and the Alliance Managers for informational purposes within […***…] Business Days after each JCC meeting. Minutes will be deemed approved unless one or more members of the JCC objects (whereby an objection by e-mail shall suffice) to the accuracy of such minutes within […***…] Business Days of receipt, in which case the Gilead Alliance Manager shall amend the draft meeting minutes accordingly and send the revised draft meeting minutes to each member of the JCC for review and approval within [***] after each JCC meeting. Minutes will be deemed approved unless [***] members Business Days of receipt of the JCC object objection(s). The same review procedures and timelines set out in the immediately preceding sentence shall apply to the accuracy of such minutes within [***] of receiptrevised draft meeting minutes. Minutes will be officially endorsed by the JCC at the next JCC meeting, and will be signed by the Alliance Managers.

Appears in 1 contract

Samples: License and Collaboration Agreement (Galapagos Nv)

Meetings. The JCC will JSC shall meet at least once per [***] unless the Parties mutually agree in writing to a different frequency. No later than [***] prior to any meeting of the JCC (or such shorter time period as the Parties may agree), the Alliance Managers will prepare and circulate an agenda for such meeting; provided, however, that either Party will be free to propose additional topics to be included on such agenda, either prior to or in the course of such meeting. Either Party may also call a special meeting of the JCC (by videoconference, teleconference or in person) by providing at least [***] prior written notice to or as otherwise agreed by the other Party if Parties, and such Party reasonably believes meetings may be conducted by telephone, videoconference or in person as determined by the co-chairs; provided, however, that a significant matter must be addressed prior to the next scheduled meeting, in which event such Party will work with the chairperson upon mutual agreement of the JCC to provide Parties, JSC discussion and decisions can be communicated electronically provided that such discussion and decisions are summarized by the members Alliance Managers and treated for all purposes as minutes of a meeting of the JCC JSC. The first meeting shall be no later than [***] prior to after the special meeting with an agenda for the meeting and materials reasonably adequate to enable an informed decisionEffective Date. The JCC may meet in person, by videoconference, or by teleconference. Inco-person JCC chairs shall be responsible for calling meetings will be held at locations in the United States alternately selected by Surface and by Novartis or at any other location mutually agreed by the members of the JCC. Meetings of the JCC will be effective only if at least one (1) representative of each Party is present or participating in such meetingon reasonable prior notice. Each Party will report shall use Commercially Reasonable Efforts to make all proposals for agenda items and to provide all appropriate information with respect to such proposed items reasonably in advance of the applicable meeting. The Alliance Managers may suggest topics for the agenda for JSC meetings by forwarding such topics and relevant information to the JCC on all material issues relating to the Commercialization of Regional Licensed Products promptly after such issues ariseJSC chairpersons. Each Party will bear may also call for special meetings of the expense JSC with reasonable prior written notice (it being agreed that at least [***] shall constitute reasonable notice) to resolve particular matters requested by such Party and within the decision-making responsibility of the JSC. Each co-chair shall ensure that its respective JCC members’ participation in JCC meetings. The JCC chairperson will be responsible for preparing reasonably detailed written minutes JSC members receive adequate notice of JCC meetings that reflect all decisions made and action items identified at such meetings. The JCC chairperson will send meeting responsibility for preparing the minutes to each member of meetings of the JCC JSC will alternate between the Alliance Managers (or their designees) on a meeting-by-meeting basis. The Alliance Manager responsible for review and approval the minutes for a particular meeting will circulate, within [***] after following the applicable meeting, to the other Alliance Manager and the members of the JSC draft minutes for review and approval by the JSC, which minutes will set forth, among other things, a description, in appropriate detail, of any actions, decisions or determinations approved by the JSC. Such minutes will effective upon approval by the JSC, with each JCC meeting. Minutes will be deemed approved unless Party’s representatives on the JSC collectively having [***] members vote. If the minutes of any meeting of the JCC object to JSC are not approved by the accuracy of such minutes JSC within [***] of receipt. Minutes will be officially endorsed by following the JCC at the next JCC applicable meeting, the Party objecting to approval of such minutes will append to the proposed minutes a notice of objection with details regarding such Party’s objections, and such proposed minutes will become final. Each Party shall be signed by the Alliance Managers.responsible for all of its own expenses incurred in connection with participating in all such meetings. Amgen Contract No. [***]

Appears in 1 contract

Samples: Collaboration and License Agreement (TScan Therapeutics, Inc.)

Meetings. The JCC During the Term, the JSC will meet on at least once per a [**] basis, [*] the JSC will meet on at least a [*] basis, unless otherwise agreed to by the Parties mutually agree in writing to a different frequencyJSC. No later than [***] prior to any meeting of the JCC (or such shorter time period as the Parties may agree)JSC, the Alliance Managers will jointly prepare and circulate an agenda for such meeting; provided, however, that either Party will be free to may propose additional topics to be included on such agenda, either prior to or in the course of such meeting. Either Party may also call a special meeting of the JCC JSC (by videoconference, teleconference or in person) by providing at least [***] prior written notice to the other Party if such Party reasonably believes that a significant matter must be addressed prior to the next regularly scheduled meeting, in which event such Party will work with the chairperson Chairperson of the JCC JSC to provide the members of the JCC JSC no later than [***] prior to the special meeting with an agenda for the [*] = Certain confidential information contained in this document, marked by brackets, has been omitted because it is both (i) not material and (ii) would likely cause competitive harm to the company if publicly disclosed. meeting and materials reasonably adequate to enable an informed decisiondecision on the matters to be considered. The JCC JSC may meet in person, by videoconference, videoconference or by teleconference. In-person JCC JSC meetings will be held at locations in the United States alternately selected agreed upon by Surface HFB and by Novartis or at any other location mutually agreed by the members of the JCC. Meetings of the JCC will be effective only if at least one (1) representative of each Party is present or participating in such meeting. Each Party will report to the JCC on all material issues relating to the Commercialization of Regional Licensed Products promptly after such issues ariseFibroGen. Each Party will bear the expense of its respective JCC JSC members’ participation in JCC JSC meetings. Meetings of the JSC will be effective only if at least [*] are present or participating (including by videoconference or teleconference) in such meeting. The JCC chairperson Alliance Managers will be responsible for preparing reasonably detailed written minutes of JCC all JSC meetings that reflect all material decisions made and action items identified at such meetings. The JCC chairperson Alliance Managers will send draft meeting minutes to each member of the JCC JSC for review and approval within [***] after each JCC JSC meeting. Minutes Such minutes will be deemed approved unless [***] members of the JCC object JSC objects to the accuracy of such minutes within [***] of receipt. Minutes will be officially endorsed by the JCC at the next JCC meeting, and will be signed by the Alliance Managers.

Appears in 1 contract

Samples: Exclusive License and Option Agreement (Fibrogen Inc)

Meetings. The JCC JSC will meet at least once twice per [***] Calendar Year, unless the Parties mutually agree in writing to a different frequency. The JSC may meet in person, by videoconference, or by teleconference, provided that at least one (1) meeting of the JSC per Calendar Year will be in person. In-person JSC meetings will be held at locations in the United States and in Japan alternately selected by aTyr and by Kyorin, or at any other location mutually agreed by the members of the JSC. Meetings of the JSC will be effective only if at least one (1) representative of each Party is present or participating in such meeting. Each Party will bear the expense of its respective JSC members’ participation in JSC meetings. No later than [***] five (5) Business Days prior to any meeting of the JCC JSC (or such shorter time period as the Parties may agree), the Alliance Managers together will prepare and circulate an agenda for such meeting; provided, however, that either Party will be free to propose additional topics to be included on such agenda, either prior to or in the course of such meeting, and any Party which will be presenting to the JSC at any meeting as part of such agenda will prepare and provide detailed materials to the JSC representatives to support discussion. Either Party may also call a special meeting of the JCC JSC (by videoconference, teleconference or in person) by providing at least [***] ten (10) Business Days prior written notice to the other Party if such Party reasonably believes that a significant matter must be addressed prior to the next scheduled meeting, in which event such Party will work with the chairperson of the JCC Alliance Managers to provide the members of the JCC JSC no later than [***] three (3) Business Days prior to the special meeting with an agenda for the meeting and materials reasonably adequate to enable an informed decision. The JCC may meet in person, by videoconference, or by teleconference. In-person JCC meetings will be held at locations in the United States alternately selected by Surface and by Novartis or at any other location mutually agreed by the members of the JCC. Meetings of the JCC will be effective only if at least one (1) representative of each Party is present or participating in such meeting. Each Party will report to the JCC on all material issues relating to the Commercialization of Regional Licensed Products promptly after such issues arise. Each Party will bear the expense of its respective JCC members’ participation in JCC meetings. The JCC JSC chairperson will be responsible for preparing reasonably detailed written minutes of JCC JSC meetings that reflect all decisions made and action items identified at such meetings. The JCC JSC chairperson will send meeting minutes to each member of the JCC JSC for review and approval within [***] twenty (20) Business Days after each JCC JSC meeting. Minutes will be deemed approved unless [***] one or more members of the JCC JSC object to the accuracy of such minutes within [***] ten (10) Business Days of receipt. Any material changes proposed to any meeting minutes by either Party’s members of the JSC will be promptly circulated by the JSC chairperson to each member of the JSC for review and approval within ten (10) Business Days of receipt, with such process repeating until the meeting minutes are approval by all JSC members. Minutes will be officially endorsed by the JCC JSC at the next JCC JSC meeting, and will be signed by the Alliance Managers.

Appears in 1 contract

Samples: Collaboration and License Agreement (aTYR PHARMA INC)

Meetings. The JCC will JSC shall meet (in person or by videoconference or teleconference) at least once three (3) times per [***] calendar year during the term of this Agreement unless the Parties mutually agree in writing to a different frequency. No later than [***] prior to any meeting of the JCC (or such shorter time period as the Parties may agree), the Alliance Managers will prepare and circulate an agenda frequency for such meeting; provided, however, that either Party will be free to propose additional topics to be included on such agenda, either prior to or in the course of such meetingmeetings. Either Party may also call a special meeting of the JCC JSC (by videoconference, teleconference videoconference or in personteleconference) by providing upon at least [***[ * ] days prior written notice to the other Party if in the event such Party [ * ] = CERTAIN CONFIDENTIAL INFORMATION CONTAINED IN THIS DOCUMENT, MARKED BY BRACKETS, HAS BEEN OMITTED AND FILED SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSION PURSUANT TO RULE 24B-2 OF THE SECURITIES EXCHANGE ACT OF 1934, AS AMENDED. reasonably believes that a significant matter must be addressed prior to the next regularly scheduled meeting, in which event and such Party will work with the chairperson of the JCC to shall provide the members of the JCC JSC no later than [***[ * ] days prior to the special meeting with an agenda for the meeting and materials reasonably adequate to enable an informed decisiondecision to be made by its members. The JCC JSC may meet in person, by videoconference, videoconference or by teleconference. In-person JCC meetings will be held at locations in the United States alternately selected by Surface and by Novartis or at any other location mutually agreed by the members of the JCC. Meetings of the JCC will be effective only if , provided, however, at least one (1) representative meeting per calendar year shall be in person at a mutually agreeable location unless the Parties mutually agree in writing to waive such requirement in lieu of each Party is present a videoconference or participating in such meetingteleconference. Each Party will report to the JCC on all material issues shall be responsible for its own expenses relating to the Commercialization of Regional Licensed Products promptly after such issues arise. Each Party will bear the expense of its respective JCC members’ participation in JCC meetings. As appropriate, other employee representatives or agents of the Parties may attend JSC meetings as non-voting observers and/or presenters. The JCC chairperson will of the JSC shall be responsible for preparing reasonably detailed written minutes of JCC all JSC meetings that reflect and include all material decisions made and action items identified at such meetings. The JCC JSC chairperson will shall send draft meeting minutes to each member of the JCC JSC for review and approval within [***[ * ] days after each JCC JSC meeting. Minutes will Such minutes shall be deemed approved unless [***] one or more members of the JCC object JSC objects to the accuracy of such minutes within [***[ * ] days of receipt. Minutes will be officially endorsed by the JCC at the next JCC meeting, and will be signed by the Alliance Managers.

Appears in 1 contract

Samples: Research Agreement (Anacor Pharmaceuticals, Inc.)

Meetings. The JCC JRC will meet at least once per [***] unless the Parties mutually agree in writing to a different frequency. No later than [***] prior to any meeting of the JCC JRC (or such shorter time period as the Parties may agree), the Alliance Managers will prepare and circulate an agenda for such meeting; provided, however, that either Party will be free to propose additional topics to be included on such agenda, either prior to or in the course of such meeting. Either Party may also call a special meeting of the JCC JRC (by videoconference, teleconference or in person) by providing at least [***] prior written notice to the other Party if such Party reasonably believes that a significant matter must be addressed prior to the next scheduled meeting, in which event such Party will work with the chairperson of the JCC Alliance Manager to provide the members of the JCC JRC no later than [***] prior to the special meeting with an agenda for the meeting and materials reasonably adequate to enable an informed decision. The JCC JRC may meet in person, by videoconference, or by teleconference. In-person JCC JRC meetings will be held at locations in the United States alternately selected by Surface and by Novartis or at any other location mutually agreed by the members of the JCC. Meetings of the JCC will be effective only if at least one (1) representative of each Party is present or participating in such meetingJRC. Each Party will report to the JCC JRC on all material issues relating to the Commercialization Research of Regional Licensed Products Antibody Candidates promptly after such issues arise. Each Party will bear the expense of its respective JCC JRC members’ participation in JCC JRC meetings. The JCC JRC chairperson will be responsible for preparing reasonably detailed written minutes of JCC JRC meetings that reflect all decisions made and action items identified at such meetings. The JCC JRC chairperson will send meeting minutes to each member of the JCC JRC for review and approval within [***] after each JCC JRC meeting. Minutes will be deemed approved unless [***] members of the JCC object JRC objects to the accuracy of such minutes within [***] of receipt. Minutes will be officially endorsed by the JCC JRC at the next JCC JRC meeting, and will be signed by the Alliance Managers.. ​

Appears in 1 contract

Samples: Collaboration Agreement (Coherus BioSciences, Inc.)

Meetings. The JCC Each JDC will meet at least once per [***] times per Calendar Year, unless the Parties mutually agree in writing to a different frequency. Each JDC may meet in person, by videoconference, or by teleconference, provided that at least [**] of each JDC per Calendar Year will be in person unless the Parties otherwise agree. In-person JDC meetings will be held at locations in Massachusetts alternately selected by Sage and by Biogen, or at any other location agreed by the members of the respective applicable JDC. Meetings of each JDC will be effective only if a quorum is present, which quorum will require the presence of at least one (1) representative of each Party. Each Party will bear the expense of its respective JDC members’ participation in JDC meetings. No later than [**] prior to the first meeting of the respective applicable JDC in the 2020 stub-Calendar Year and in each Calendar Year thereafter while such JDC exists, the co-chairpersons for such JDC will prepare a communication plan setting forth a schedule of the dates of each meeting of such JDC for that Calendar Year (a “JDC Communication Plan”). No later than [**] prior to any meeting of the JCC respective applicable JDC (or such shorter time period as the Parties may agree), the co-chairpersons of such JDC will work with the Alliance Managers will to prepare and circulate an agenda for such meeting; provided, however, that either Party will be free to propose additional topics to may be included on such agenda, either agenda prior to or in such meeting, and the course Party proposing an item will provide detailed materials to the representatives of such meetingJDC no later than [**] prior to the JDC meeting to support discussion. Either Party A JDC co-chairperson may also call a special meeting of the JCC its JDC (by videoconference, teleconference or in person) by providing at least [***] prior written notice to the other Party if such Party JDC co-chairperson reasonably believes that a significant matter must be addressed prior to the next scheduled meeting, in which event such Party JDC co-chairperson will work with the chairperson of the JCC Alliance Managers to provide the members of such JDC, promptly after the JCC no later than [***] prior decision is made to the hold such special meeting JDC meeting, with an agenda for the meeting and materials reasonably adequate to enable an informed decision. The JCC may meet in person, by videoconference, or by teleconference. Inco-person JCC meetings will be held at locations in the United States alternately selected by Surface and by Novartis or at any other location mutually agreed by the members chairpersons of the JCC. Meetings of the JCC will be effective only if at least one (1) representative of each Party is present or participating in such meeting. Each Party will report to the JCC on all material issues relating to the Commercialization of Regional Licensed Products promptly after such issues arise. Each Party will bear the expense of its their respective JCC members’ participation in JCC meetings. The JCC chairperson applicable JDC will be responsible for preparing reasonably detailed written minutes of JCC meetings of such JDC that reflect all decisions made and action items identified at such meetings. The JCC chairperson will send meeting minutes to each member of the JCC for review and approval meetings within [***] after each JCC meeting. Minutes will be deemed approved unless [***] members of the JCC object to the accuracy of such minutes within [***] of receipt. Minutes will be officially endorsed by the JCC at the next JCC meeting, and will be signed by the Alliance Managers.after

Appears in 1 contract

Samples: Collaboration and License Agreement (Sage Therapeutics, Inc.)

Meetings. The JCC During the Term, the JSC will meet at least once per [***] ], unless otherwise agreed to by the Parties mutually agree in writing to a different frequencyJSC. No later than [***] prior to any meeting of the JCC (or such shorter time period as the Parties may agree)JSC, the Alliance Managers will jointly prepare and circulate an agenda for such meeting; provided, however, that either Party will be free to may propose additional topics to be included on such agenda, either prior to or in the course of such meeting. Either Party may also call a special meeting of the JCC JSC (by videoconference, teleconference or in person) by providing at least [***] prior written notice to the other Party if such Party reasonably believes that a significant matter must be addressed prior to the next scheduled meeting, in which event such Party will work with the chairperson chairpersons of the JCC JSC to provide the members of the JCC JSC no later than [***] prior to the special meeting with an agenda for the meeting and materials reasonably adequate to enable an informed decisiondecision on the matters to be considered. The JCC JSC may meet in person, by videoconference, videoconference or by teleconference. Notwithstanding the foregoing, at least [***] will be in person unless the Parties mutually agree in writing to waive such requirement. In-person JCC JSC meetings will be held at locations in the United States alternately selected mutually agreed upon by Surface Xxxx and by Novartis or at any other location mutually agreed by the members of the JCC. Meetings of the JCC will be effective only if at least one (1) representative of each Party is present or participating in such meeting. Each Party will report to the JCC on all material issues relating to the Commercialization of Regional Licensed Products promptly after such issues ariseEQRx. Each Party will bear the expense of its respective JCC JSC members’ participation in JCC JSC meetings. Meetings of the JSC will be effective only if at least [***] JSC members from each Party (which members do not include such Party’s Alliance Manager) are present or participating in such meeting. The JCC chairperson Alliance Managers will be responsible for preparing reasonably detailed written minutes of JCC all JSC meetings that reflect all material decisions made and action items identified at such meetings. The JCC chairperson Alliance Managers will send draft meeting minutes to each member of the JCC JSC for review and approval within [***] after each JCC JSC meeting. Minutes Such minutes will be deemed approved unless [***] one or more members of the JCC object JSC objects to the accuracy of such minutes within [***] of receipt]. Minutes will be officially endorsed by the JCC JSC at the next JCC JSC meeting, and will be signed by the Alliance Managersboth chairpersons.

Appears in 1 contract

Samples: Exclusive License Agreement (CM Life Sciences III Inc.)

Meetings. The JCC will shall meet at least once per [***] calendar quarter during the Term unless the Parties mutually agree in writing to a different frequency. No later than [***] Business Days prior to any meeting of the JCC (or such shorter time period as the Parties may agree)JCC, the Alliance Managers will Manager of the Party whose representative is the Option, License and Collaboration Agreement chairperson, in collaboration with the chairperson of the JCC, shall prepare and circulate an agenda for such meeting; provided, however, that either Party will shall be free to propose additional topics to be included on such agenda, either prior to or in the course of such meeting. Either Party may also call a special meeting of the JCC (by videoconference, teleconference or in person) by providing at least [***] Business Days prior written notice to the other Party if such Party reasonably believes that a significant matter must be addressed prior to the next scheduled meeting, in which event such Party will shall work with the chairperson of the JCC and Alliance Managers of each Party to provide the members of the JCC no later than [***] Business Days prior to the special meeting with an agenda for the meeting and materials reasonably adequate to enable an informed decisiondecision on the matters to be considered. The Parties may mutually agree to additional meetings on shorter or longer notice in the event that matters arise requiring JCC consideration. The JCC may meet in in-person, by videoconference, videoconference or by teleconference. Notwithstanding the foregoing, at least one (1) meeting per calendar year shall be in-person unless the Parties mutually agree in writing to waive such requirement. In-person JCC meetings will be held at locations in the United States alternately selected by Surface Galapagos and by Novartis Gilead, with […***…] selecting the location of the first in-person JCC meeting, or at any other location mutually agreed by the members of the JCC. Meetings of the JCC will be effective only if at least one (1) representative of each Party is present or participating in such meeting. Each Party will report to the JCC on all material issues relating to the Commercialization of Regional Licensed Products promptly after such issues arise. Each Party will shall bear the cost and expense of its respective JCC members’ participation in JCC meetings. Meetings of the JCC shall be effective only if at least two (2) representatives of each Party (which representatives are not such Party’s Alliance Manager) are present or participating in such meeting. The JCC Alliance Manager of the Party whose representative is the chairperson will shall be responsible for preparing reasonably detailed written minutes of all JCC meetings that reflect all material decisions made and action items identified at such meetings. The JCC chairperson will Such Alliance Manager shall send draft meeting minutes to each member of the JCC for review and approval within [***] Business Days after each JCC meeting. Minutes will Such minutes shall be deemed approved unless [***] one (1) or more members of the JCC object objects (whereby an objection by e-mail shall suffice) to the accuracy of such minutes within [***] Business Days of receipt, in which case such Alliance Manager shall amend the draft meeting minutes accordingly and send the revised draft meeting minutes to each member of the JCC for review and approval within […***…] Business Days of receipt of the objection(s). Minutes will be officially endorsed The same review procedures and timelines as set out in the immediately preceding sentence shall apply to such revised draft meeting minutes. If agreed upon by the JCC at JCC, the next JCC meeting, and will minutes shall be promptly signed by the Alliance Managers.

Appears in 1 contract

Samples: Option, License and Collaboration Agreement (Gilead Sciences Inc)

Meetings. The JCC will JDC shall meet at least once per [***] ], unless the Parties mutually agree in writing to a different frequency. No later than [***] prior to any meeting of the JCC (or such shorter time period as the Parties may agree)JDC, the Alliance Managers will chairpersons of the JDC shall prepare and circulate an agenda for such meeting; provided, however, that either Party will shall be free to propose additional topics to be included on such agenda, either prior to or in the course of such meeting. Either Party may also call a special meeting of the JCC JDC (by videoconference, teleconference or in person) by providing at least [***] prior written notice to the other Party if such Party reasonably believes that a significant matter must be addressed prior to the next scheduled meeting, in which event such Party will shall work with the chairperson chairpersons of the JCC JDC to provide the members of the JCC JDC no later than [***] prior to the special meeting with an agenda for the meeting and materials reasonably adequate to enable an informed decision. The JCC JDC may meet in person, or at the request of either Party, by videoconference, or by teleconference. In-person JCC JDC meetings will shall be held at locations in the United States alternately selected by Surface Arvinas and by Novartis Pfizer or at any other location mutually agreed by the members of the JCCJDC. Meetings of the JCC will JDC shall be effective only if at least one (1) representative of each Party is are present or participating in such meeting. Each Party will shall report to the JCC JDC on all material issues relating to the Commercialization Development of Regional Licensed Products for and in the Territory promptly after such issues arise. Each Party will shall bear the expense of its respective JCC JDC members’ participation in JCC JDC meetings. The JCC chairperson will chairpersons shall be responsible for preparing reasonably detailed written minutes of JCC JDC meetings that reflect all decisions made and action items identified at such meetings. The JCC chairperson will JDC chairpersons shall send meeting minutes to each member of the JCC JDC for review and approval within [***] after each JCC JDC meeting. Minutes will Approved minutes shall be deemed approved unless [***] members of the JCC object distributed to the accuracy of such minutes within [***] of receipt. Minutes will be officially endorsed JDC by the JCC at the next JCC meeting, and will be signed by the Alliance ManagersJDC chairpersons.

Appears in 1 contract

Samples: Collaboration Agreement (Arvinas, Inc.)

Meetings. The JCC will JCRC shall meet at least once per [***] calendar quarter during the Term unless the Parties mutually agree in writing to a different frequency. No later than [***] Business Days prior to any meeting of the JCC (or such shorter time period as the Parties may agree)JCRC, the Alliance Managers will Manager of the Party whose representative is the chairperson, in collaboration with the chairperson of the JCRC, shall prepare and circulate an agenda for such meeting; provided, however, that either Party will shall be free to propose additional topics to be included on such agenda, either prior to or in the course of such meeting. Either Party may also call a special meeting of the JCC (by videoconference, teleconference or in person) JCRC by providing at least [***] Business Days prior written notice to the other Party if such Party reasonably believes that a Publication, press release, or other communication or significant matter must be addressed prior to the next scheduled meeting, in which event such Party will shall work with the chairperson of the JCC JCRC and Alliance Managers of each Party to provide the members of the JCC JCRC no later than [***] Business Days prior to the special meeting with an agenda for the meeting and materials reasonably adequate to enable an informed decisiondecision on the matters to be considered. The JCC Parties may mutually agree to additional meetings on shorter or longer notice in the event that matters arise requiring JCRC consideration. The JCRC may meet in in-person, by videoconference, videoconference or by teleconference. Notwithstanding the foregoing, at least one (1) meeting per calendar year shall be in-person unless the Parties mutually agree in writing to waive such requirement. In-person JCC JCRC meetings will be held at locations in the United States alternately selected by Surface Galapagos and by Novartis Gilead, with […***…] selecting the location of the first in-person JCRC meeting, or at any other location mutually agreed by the members of the JCCJCRC. Each Party shall bear the cost and expense of its respective JCRC members’ participation in JCRC meetings. Meetings of the JCC will JCRC shall be effective only if at least one two (12) representative representatives of each Party is (which representatives are not such Party’s Alliance Manager) are present or participating in such meeting. Each The Alliance Manager of the Party will report to whose representative is the JCC on all material issues relating to the Commercialization of Regional Licensed Products promptly after such issues arise. Each Party will bear the expense of its respective JCC members’ participation in JCC meetings. The JCC chairperson will shall be responsible for preparing reasonably detailed written minutes of JCC all JCRC meetings that reflect all material decisions made and action items identified at such meetings. The JCC chairperson will Such Alliance Manager shall send draft meeting minutes to each member of the JCC JCRC for review and approval within [***] Business Days after each JCC JCRC meeting. Minutes will Such Option, License and Collaboration Agreement minutes shall be deemed approved unless [***] one (1) or more members of the JCC object JCRC objects (whereby an objection by e-mail shall suffice) to the accuracy of such minutes within [***] Business Days of receipt, in which case such Alliance Manager shall amend the draft meeting minutes accordingly and send the revised draft meeting minutes to each member of the JCRC for review and approval within […***…] Business Days of receipt of the objection(s). Minutes will be officially endorsed The same review procedures and timelines as set out in the immediately preceding sentence shall apply to such revised draft meeting minutes. If agreed upon by the JCC at JCRC, the next JCC meeting, and will minutes shall be promptly signed by the Alliance Managers. The JCRC may establish ad hoc procedures for approval of Publications outside of the JCRC meetings.

Appears in 1 contract

Samples: Option, License and Collaboration Agreement (Gilead Sciences Inc)

Meetings. The JCC will During the period prior to [*], the JDC shall meet at least once [*] per [***] ], spaced at regular intervals unless the Parties mutually agree in writing to a different frequency. Thereafter, the JDC shall meet at least [*] per [*], spaced at regular intervals unless the Parties mutually agree in writing to a different frequency. Following the Initial Approval Date, either Party may also call a special meeting of the JDC (by videoconference or teleconference) by at least [*] Business Days prior written notice to the other Party in the event such Party reasonably believes that a significant matter must be addressed prior to the next [ * ] = CERTAIN CONFIDENTIAL INFORMATION CONTAINED IN THIS DOCUMENT, MARKED BY BRACKETS, HAS BEEN OMITTED AND FILED SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSION PURSUANT TO RULE 24B-2 OF THE SECURITIES EXCHANGE ACT OF 1934, AS AMENDED. scheduled meeting, and such Party shall provide the JDC no later than [*] Business Days prior to the special meeting with materials reasonably adequate to enable an informed decision; provided that for time sensitive matters, a Party may call a special meeting of the JDC with less than then [*] Business Days notice if the Parties agree that an issue warrants an expedited meeting. No later than [***] Business Days prior to any meeting of the JCC (or such shorter time period as the Parties may agree)JDC, the Alliance Managers will chairperson of the JDC shall prepare and circulate an agenda for such meeting; provided, however, that either Party will shall be free to propose additional topics to be included on such agenda, either prior to or in the course of such meeting. Either Party may also call a special meeting of the JCC (by videoconference, teleconference or in person) by providing at least [***] prior written notice to the other Party if such Party reasonably believes that a significant matter must be addressed prior to the next scheduled meeting, in which event such Party will work with the chairperson of the JCC to provide the members of the JCC no later than [***] prior to the special meeting with an agenda for the meeting and materials reasonably adequate to enable an informed decision. The JCC JDC may meet in person, or at the request of either Party, by videoconference, videoconference or by teleconference. In-person JCC JDC meetings will be held at locations in the United States U.S. alternately selected by Surface Medivation and by Novartis or Partner. Each Party shall report to the JDC on all material issues relating to the Development of Products for and in the Territory at any other location mutually agreed by the members JDC meeting occurring after such issues arise. Each Party will bear the expense of the JCCits respective JDC members’ participation in JDC meetings. Meetings of the JCC will JDC shall be effective only if at least one (1) representative of each Party is present or participating in such meeting. Each Party will report to The chairperson of the JCC on all material issues relating to the Commercialization of Regional Licensed Products promptly after such issues arise. Each Party will bear the expense of its respective JCC members’ participation in JCC meetings. The JCC chairperson will JDC shall be responsible for preparing keeping reasonably detailed written minutes of JCC all JDC meetings that reflect all decisions made and action items identified at such meetings. The JCC JDC chairperson will shall send meeting minutes to each member of the JCC JDC for review and approval within [***] Business Days after each JCC JDC meeting. Minutes will be deemed approved unless [***] one or more members of the JCC object JDC objects to the accuracy of such minutes within [***] Business Days of receipt. Minutes will be officially endorsed by the JCC at the next JCC meeting, and will be signed by the Alliance Managers.

Appears in 1 contract

Samples: Collaboration Agreement (Medivation, Inc.)

Meetings. From time to time, the JSC may establish working groups or subcommittees of the JSC (“Subcommittees”) as it deems necessary to oversee particular activities or otherwise achieve the objectives and intent of this Agreement in addition to the Subcommittees of the JSC that are the JDC, JPC and JRC (which have been set out in this Agreement), and such Subcommittees will be constituted and have such responsibility, and be subject to such procedures, as the JSC approves. The JCC JDC, JPC and JRC will meet as necessary to carry out their respective duties, but at least once per [***] Calendar Quarter during their respective tenure, unless the Parties mutually agree otherwise agreed by its members. The meetings may occur in writing to a different frequencyperson or via teleconference or videoconference. No later than [***] prior to any meeting of the JCC (or such shorter time period as the Parties may agree)For in person meetings, the Alliance Managers location ‑26‑ of Subcommittee meetings will prepare alternate between a location designated by GSK and circulate an agenda for such meeting; provided, however, that either a location designated by Wave. Each Party will be free to propose additional topics to be included on responsible for its own expenses in attending such agenda, either prior to or in the course of such meeting. Either Party may also call a special meeting of the JCC (by videoconference, teleconference or in person) by providing at least [***] prior written notice to the other Party if such Party reasonably believes that a significant matter must be addressed prior to the next scheduled meeting, in which event such Party will work with the chairperson of the JCC to provide the members of the JCC no later than [***] prior to the special meeting with an agenda for the meeting and materials reasonably adequate to enable an informed decision. The JCC may meet in person, by videoconference, or by teleconference. In-person JCC meetings will be held at locations in the United States alternately selected by Surface and by Novartis or at any other location mutually agreed by the members of the JCCmeetings. Meetings of the JCC each such Subcommittee will be effective only if at least one (1) representative of each Party (which representative is not such Party’s Alliance Manager) is present or participating in such meeting. Each Party will report As appropriate, the Parties may invite, on written confirmation by email to the JCC on all material issues relating other Party, a reasonable number of its employees that are needed for the specific discussion, and external consultants and scientific advisors only upon notice and written approval of the other Party, to attend its meetings as non-voting observers; provided that such invitees are bound by appropriate confidentiality and non-use obligations substantially similar to the Commercialization of Regional Licensed Products promptly after such issues arise. Each Party will bear the expense of its respective JCC members’ participation ones set forth in JCC meetingsthis Agreement. The JCC chairperson Alliance Managers will be responsible for preparing agendas and, after each meeting of each such Subcommittee, preparing reasonably detailed written minutes of JCC meetings (in English) that reflect all decisions material recommendations made and action items identified at all such meetings. The JCC chairperson Minutes will send meeting minutes to each member of the JCC be circulated via e-mail for review and approval of each such Subcommittee within [***] after each JCC meeting. Minutes Approval of Subcommittee meeting minutes will be deemed approved unless [***] members documented in the minutes of the JCC object to the accuracy next meeting of such minutes within [***] of receipt. Minutes will be officially endorsed by the JCC at the next JCC meeting, and will be signed by the Alliance ManagersSubcommittee.

Appears in 1 contract

Samples: Collaboration and License Agreement (Wave Life Sciences Ltd.)

Meetings. The JCC will JMAC shall meet at least once per [***] ], unless the Parties mutually agree in writing to a different frequency. No later than [***] prior to any meeting of the JCC (or such shorter time period as the Parties may agree)JMAC, the Alliance Managers will chairperson of the JMAC shall prepare and circulate an agenda for such meeting; provided, however, that either Party will shall be free to propose additional topics to be included on such agenda, either prior to or in the course of such meeting. Either Party may also call a special meeting of the JCC JMAC (by videoconference, teleconference or in person) by providing at least [***] prior written notice to the other Party if such Party reasonably believes that a significant matter must be addressed prior to the next scheduled meeting, in which event such Party will shall work with the chairperson of the JCC JMAC to provide the members of the JCC JMAC no later than [***] prior to the special meeting with an agenda for the meeting and materials reasonably adequate to enable an informed decision. The JCC JMAC may meet in person, or at the request of either Party, by videoconference, or by teleconference. In-person JCC JMAC meetings will be held at locations in the United States U.S. alternately selected by Surface BMP and by Novartis Roche or at any other location mutually agreed by the members of the JCC. Meetings of the JCC will be effective only if at least one (1) representative of each Party is present or participating in such meetingJMAC. Each Party will shall report to the JCC JMAC on all material issues relating to the Commercialization of Regional Medical Affairs Activities with respect to Licensed Products promptly after such issues arise. Each Party will bear the expense of its respective JCC JMAC members’ participation in JCC JMAC meetings. The JCC chairperson will be responsible for preparing reasonably detailed written minutes of JCC JMAC meetings that reflect all decisions made and action items identified at such meetings. The JCC JMAC chairperson will shall send meeting minutes to each member of the JCC JMAC for review and approval within [***] after each JCC JMAC meeting. Minutes will Approved minutes shall be deemed approved unless [***] members of the JCC object distributed to the accuracy of such minutes within [***] of receipt. Minutes will be officially endorsed JMAC by the JCC at the next JCC meeting, and will be signed by the Alliance ManagersJMAC chairperson.

Appears in 1 contract

Samples: Collaboration Agreement (Blueprint Medicines Corp)

Meetings. The JCC JSC will meet at least once per [***] unless during the Parties mutually agree in writing to a different frequencyResearch Term. No later than [***] prior to any meeting of the JCC (or The JSC may conduct such shorter time period as the Parties may agree)meetings by telephone, the Alliance Managers will prepare and circulate an agenda for such meeting; provided, however, that either Party will be free to propose additional topics to be included on such agenda, either prior to or in the course of such meeting. Either Party may also call a special meeting of the JCC (by videoconference, teleconference or in person) by providing . Each Alliance Manager may call special meetings of the JSC with at least [**] prior written notice, or a shorter time period in exigent circumstances, to resolve particular matters requested by such Party that are within the purview of the JSC, the resolution of which cannot be reasonably postponed until the next regularly scheduled JSC meeting. Meetings of the JSC are effective only if at least [*] of each Party participates in such meeting, not including the Alliance Manager. Each Alliance Manager shall be permitted to attend meetings of the JSC, and any Working Group, as a non-voting observer. Each Alliance Manager may invite a reasonable number of other participants, in addition to its representatives, to attend JSC meetings in a non‑voting capacity; provided that if either Alliance Manager intends to have any Third Party (including any consultant) attend such a meeting, such Alliance Manager shall provide prior written notice to the other Alliance Manager. Such Alliance Manager shall ensure that each such Third Party if such Party reasonably believes that a significant matter must be addressed prior to the next scheduled meeting, in which event such Party will work is bound by confidentiality and non-use obligations consistent with the chairperson terms of the JCC to provide the members of the JCC no later than [***] prior to the special meeting with an agenda for the meeting and materials reasonably adequate to enable an informed decision. The JCC may meet in person, by videoconference, or by teleconference. In-person JCC meetings will be held at locations in the United States alternately selected by Surface and by Novartis or at any other location mutually agreed by the members of the JCC. Meetings of the JCC will be effective only if at least one (1) representative of each Party is present or participating in such meetingthis Agreement. Each Party will report to the JCC on all material issues relating to the Commercialization of Regional Licensed Products promptly after such issues arise. Each Party will bear the expense of its respective JCC members’ participation in JCC meetings. The JCC chairperson will be is responsible for preparing reasonably detailed written minutes of JCC meetings that reflect its own expenses incurred in connection with participating in and attending all decisions made and action items identified at such meetings. The JCC chairperson will [*] Alliance Manager or his/her designee shall keep minutes of each JSC meeting that records in writing all decisions made, action items assigned or completed and other appropriate matters. The [*] Alliance Manager shall send meeting minutes to each member of the JCC for review and approval within [***] after each JCC meeting. Minutes will be deemed approved unless [***] all members of the JCC object to the accuracy of such minutes within JSC promptly after a meeting for review. Each JSC member shall have [**] from receipt in which to comment on and to approve the minutes (such approval not to be unreasonably withheld, [*] Certain information in this document has been omitted as the information is not material and would be competitively harmful if publicly disclosed. conditioned or delayed). If a JSC member, within such time period, does not notify the [*] Alliance Manager that s/he does not approve of receiptthe minutes, the minutes shall be deemed to have been approved by such member. Minutes will be officially endorsed by The Parties acknowledge and agree that, notwithstanding the JCC at requirements of this Section 2.6 for the next JCC meetingJSC to meet [*], the Parties shall communicate and will be signed by meet (as appropriate, including via the Alliance Project Managers) on a more informal basis as needed to discuss the progress of the Research Programs.

Appears in 1 contract

Samples: Collaboration and License Agreement (Merus N.V.)

Meetings. The JCC will JDC shall meet at least once per [***] calendar quarter, unless the Parties mutually agree in writing to a different frequency. No later than [***] Business Days prior to any meeting of the JCC (or such shorter time period as the Parties may agree)JDC, the Alliance Managers will chairperson of the JDC shall prepare and circulate an agenda for such meeting; provided, however, that either Party will shall be free to propose additional topics to be included on such agenda, either prior to or in the course of such meeting. Either Party may also call a special meeting of the JCC JDC (by videoconference, teleconference teleconference, or in person) person by providing at least [***] Business Days prior written notice to the other Party if such Party reasonably believes that a significant matter must be addressed prior to the next scheduled meeting, in which event such Party will shall work with the chairperson of the JCC JDC to provide the members of the JCC JDC no later than [***] Business Days prior to the special meeting with an agenda for the meeting and materials reasonably adequate to enable an informed decision. The JCC JDC may meet in person, or at the request of either Party, by videoconference, or by teleconference. In-person JCC JDC meetings will be held at locations in the United States alternately selected by Surface Galapagos and by Novartis Gilead or at any other location mutually agreed by the members of the JCC. Meetings of the JCC will be effective only if at least one (1) representative of each Party is present or participating in such meetingJDC. Each Party will shall report to the JCC JDC on all material issues relating to the Commercialization Development of Regional Licensed Products for and in the Territory promptly after such issues arise. Each Party will bear the expense of its respective JCC JDC members’ participation in JCC JDC meetings. The JCC chairperson will be responsible for preparing reasonably detailed written minutes of JCC JDC meetings that reflect all decisions made and action items identified at such meetings. The JCC JDC chairperson will shall send meeting minutes to each member of the JCC JDC for review and approval and to the Alliance Managers for informational purposes within [***] Business Days after each JCC JDC meeting. Minutes will be deemed approved unless [***] one or more members of the JCC object JDC objects (whereby an objection by e-mail shall suffice) to the accuracy of such minutes within [***] Business Days of receipt, in which case the Gilead Alliance Manager shall amend the draft meeting minutes accordingly and send the revised draft meeting minutes to each member of the JDC for review and approval within […***…] Business Days of receipt of the objection(s). The same review procedures and timelines set out in the immediately preceding sentence shall apply to such revised draft meeting minutes. Minutes will be officially endorsed by the JCC JDC at the next JCC JDC meeting, and will be signed by the Alliance Managers.

Appears in 1 contract

Samples: License and Collaboration Agreement (Galapagos Nv)

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Meetings. The JCC will JDC shall meet at least once per [***] ], unless the Parties mutually agree in writing to a different frequency. No later than [***] prior to any meeting of the JCC (or such shorter time period as the Parties may agree)JDC, the Alliance Managers will chairperson of the JDC shall prepare and circulate an agenda for such meeting; provided, however, that either Party will shall be free to propose additional topics to be included on such agenda, either prior to or in the course of such meeting. Either Party may also call a special meeting of the JCC JDC (by videoconference, teleconference or in person) by providing at least [***] prior written notice to the other Party if such Party reasonably believes that a significant matter must be addressed prior to the next scheduled meeting, in which event such Party will shall work with the chairperson of the JCC JDC to provide the members of the JCC JDC no later than [***] prior to the special meeting with an agenda for the meeting and materials reasonably adequate to enable an informed decision. The JCC JDC may meet in person, or at the request of either Party, by videoconference, or by teleconference. In-person JCC JDC meetings will shall be held at locations in the United States alternately selected by Surface BPM and by Novartis Roche or at any other location mutually agreed by the members of the JCC. Meetings of the JCC will be effective only if at least one (1) representative of each Party is present or participating in such meetingJDC. Each Party will shall report to the JCC JDC on all material issues relating to the Commercialization Development of Regional Licensed Products for and in the Territory promptly after such issues arise. Each Party will shall bear the expense of its respective JCC JDC members’ participation in JCC JDC meetings. The JCC chairperson will shall be responsible for preparing reasonably detailed written minutes of JCC JDC meetings that reflect all decisions made and action items identified at such meetings. The JCC JDC chairperson will shall send meeting minutes to each member of the JCC JDC for review and approval within [***] after each JCC JDC meeting. Minutes will Approved minutes shall be deemed approved unless [***] members of the JCC object distributed to the accuracy of such minutes within [***] of receipt. Minutes will be officially endorsed JDC by the JCC at the next JCC meeting, and will be signed by the Alliance ManagersJDC chairperson.

Appears in 1 contract

Samples: Collaboration Agreement (Blueprint Medicines Corp)

Meetings. The JCC will During the period prior to [*], the JRC shall meet at least once [*] per [***] ], spaced at regular intervals unless the Parties mutually agree in writing to a different frequency. Thereafter, the JRC shall meet at least [*] per [*], spaced at regular intervals unless the Parties mutually agree in writing to a different frequency. Following the Initial Approval Date, either Party may also call a special meeting of the JRC (by videoconference or teleconference) by at least [*] Business Days prior written notice to the other Party in the event such Party reasonably believes that a significant matter must be addressed prior to the next scheduled meeting, and such Party shall provide the JRC no later than [*] Business Days prior to the special meeting with materials reasonably adequate to enable an informed decision; provided that for time sensitive matters, a Party may call a special meeting of the JRC with less than then [*] Business Days notice if the Parties agree that an issue warrants an expedited meeting. No later than [***] Business Days prior to any meeting of the JCC (or such shorter time period as the Parties may agree)JRC, the Alliance Managers will chairperson of the JRC shall prepare and circulate an agenda for such meeting; provided, however, that either Party will shall be free to propose additional topics to be included on such agenda, either prior to or in the course of such meeting. Either Party may also call a special meeting of the JCC (by videoconference, teleconference or in person) by providing at least [***] prior written notice to the other Party if such Party reasonably believes that a significant matter must be addressed prior to the next scheduled meeting, in which event such Party will work with the chairperson of the JCC to provide the members of the JCC no later than [***] prior to the special meeting with an agenda for the meeting and materials reasonably adequate to enable an informed decision. The JCC JRC may meet in person, or at the request of either Party, by videoconference, videoconference or by teleconference. In-person JCC JRC meetings will be held at locations in the United States U.S. alternately selected by Surface Medivation and by Novartis or Partner. Each Party shall report to the JRC on all material issues relating to Regulatory Approvals of Products for and in the Territory at any other location mutually agreed by the members JRC meeting [ * ] = CERTAIN CONFIDENTIAL INFORMATION CONTAINED IN THIS DOCUMENT, MARKED BY BRACKETS, HAS BEEN OMITTED AND FILED SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSION PURSUANT TO RULE 24B-2 OF THE SECURITIES EXCHANGE ACT OF 1934, AS AMENDED. occurring after such issues arise. Each Party will bear the expense of the JCCits respective JRC members’ participation in JRC meetings. Meetings of the JCC will JRC shall be effective only if at least one (1) representative of each Party is present or participating in such meeting. Each Party will report to The chairperson of the JCC on all material issues relating to the Commercialization of Regional Licensed Products promptly after such issues arise. Each Party will bear the expense of its respective JCC members’ participation in JCC meetings. The JCC chairperson will JRC shall be responsible for preparing keeping reasonably detailed written minutes of JCC all JRC meetings that reflect all decisions made and action items identified at such meetings. The JCC JRC chairperson will shall send meeting minutes to each member of the JCC JRC for review and approval within [***] Business Days after each JCC JRC meeting. Minutes will be deemed approved unless [***] one or more members of the JCC object JRC objects to the accuracy of such minutes within [***] Business Days of receipt. Minutes will be officially endorsed by the JCC at the next JCC meeting, and will be signed by the Alliance Managers.

Appears in 1 contract

Samples: Collaboration Agreement (Medivation, Inc.)

Meetings. The JCC will JSC shall meet at least once per [********] during the Agreement Term unless the Parties mutually agree in writing to a different frequencyfrequency for such meetings. No later than [********] prior to any meeting of the JCC (or such shorter time period as the Parties may agree)JSC, the Alliance Managers will co-chairpersons or chairperson, as applicable, of the JSC shall prepare and circulate an agenda for such meeting; provided, however, that either Party will be free to may propose additional topics to be included on such agenda, either prior to or in the course of such meeting. Either Party may also call a special meeting of the JCC JSC (by videoconference, teleconference or in person) by providing at least [********] prior written notice to the other Party if such Party reasonably believes that a significant matter must be addressed prior to the next scheduled meeting, in which event such Party will shall work with the chairperson co-chairpersons or chairperson, as applicable, of the JCC JSC and the Alliance Directors of both Parties to provide the members of the JCC JSC no later than [********] prior to the special meeting with an agenda for the meeting and materials reasonably adequate to enable an informed decisiondecision on the matters to be considered. The JCC JSC may meet in person, by videoconference, videoconference or by teleconference. In-Notwithstanding the foregoing, at least [********] meetings per Calendar Year shall be in person JCC unless the Parties mutually agree in writing to waive such requirement. In -person JSC meetings will be held at locations in the United States alternately selected by Surface and by Novartis SQZ or at any other location mutually agreed by the members of the JCC. Meetings of the JCC will be effective only if at least one (1) representative of each Party is present or participating in such meeting. Each Party will report to the JCC Roche, on all material issues relating to the Commercialization of Regional Licensed Products promptly after such issues arisean alternating basis. Each Party will bear the expense of its respective JCC JSC members’ and non-JSC members’ participation in JCC JSC meetings. The JCC chairperson will be responsible for preparing reasonably detailed written minutes of JCC meetings that reflect all decisions made and action items identified at such meetings. The JCC chairperson will send meeting minutes to each member Meetings of the JCC for review and approval within JSC shall be effective only if at least [***] after each JCC meeting. Minutes will be deemed approved unless [***] members of the JCC object to the accuracy of such minutes within [***] of receipt. Minutes will be officially endorsed by the JCC at the next JCC meeting, and will be signed by each Party (excluding the Alliance ManagersDirector) is present or participating in such meeting.

Appears in 1 contract

Samples: License and Collaboration Agreement (SQZ Biotechnologies Co)

Meetings. The JCC will JSC shall meet at least once per [***] time per every [***] period during the Term unless the Parties mutually agree in writing to a different frequencyfrequency for such meetings. [***] may also call a special meeting of the JSC (by videoconference or teleconference) by at least [***] prior written notice to the other Party in the event such Party reasonably believes that a significant matter must be addressed prior to the next regularly scheduled meeting. No later than [***] prior to any meeting of the JCC JSC (or such shorter time period as the Parties may agreeother than a special meeting), the Alliance Managers will chairperson of the JSC shall prepare and circulate an agenda for such meeting; provided, however, that either Party will be free to [***] may propose additional topics to be included on such agenda, either prior to or in the course of such meeting. Either Party The JSC may also call a special meeting of the JCC (by videoconference, teleconference or meet in person) , by providing videoconference or by teleconference, provided however, at least [***] prior written notice to shall be in person unless the other Party if such Party reasonably believes that a significant matter must be addressed prior to the next scheduled meeting, in which event such Party will work with the chairperson of the JCC to provide the members of the JCC no later than Parties [***] prior in writing to the special meeting with an agenda for the meeting and materials reasonably adequate to enable an informed decision. The JCC may meet waive such requirement in person, by videoconference, lieu of a videoconference or by teleconference. In-person JCC JSC meetings will shall be held at locations in the United States alternately selected by Surface MTI and by Novartis or at any other location mutually agreed by the members of the JCC. Meetings of the JCC will be effective only if at least one (1) representative of each Party is present or participating in such meetingLicensee. Each Party will report to the JCC on all material issues relating to the Commercialization of Regional Licensed Products promptly after such issues arise. Each Party will shall bear the expense of its respective JCC JSC members’ participation in JCC JSC meetings. The JCC chairperson will of the JSC shall be responsible for preparing reasonably detailed written minutes of JCC meetings that reflect all decisions made and action items identified at such JSC meetings. The JCC chairperson will MTI shall prepare and send draft meeting minutes to each member of the JCC JSC for review and approval within [***] after each JCC JSC meeting. Minutes will Such minutes shall be deemed approved unless [***] members of the JCC object JSC provides amendments or edits to the accuracy of such minutes within [***] of receipt. Minutes Each Party may bring one or more additional participants to any meeting (e.g., individuals with expertise in relevant technical or regulatory issues), provided (A) such additional participant is bound by confidentiality obligations at least as restrictive as those Confidential treatment has been sought for portions of this agreement. The copy filed herewithin omits the information subject to the confidential treatment request. Omissions are designated as ***. A complete version of this exhibit has been filed separately with the Securities and Exchange Commission. contemplated under this Agreement and (B) such additional participants will be officially endorsed by not have a vote in any matters before the JCC at the next JCC meeting, and will be signed by the Alliance ManagersJSC.

Appears in 1 contract

Samples: License and Collaboration Agreement (Menlo Therapeutics, Inc.)

Meetings. The JCC will JMAC shall meet at least once per [***] ], spaced at regular intervals unless the Parties mutually agree in writing to a different frequency. No later than [***] prior to any meeting of the JCC (or such shorter time period as the Parties may agree)JMAC, the Alliance Managers will chairperson of the JMAC shall prepare and circulate an agenda for such meeting; provided, however, that either Party will shall be free to propose additional topics to be included on such agenda, either prior to or in the course of such meeting. Either Party may also call a special meeting of the JCC JMAC (by videoconference, teleconference or in person) by providing at least [***] prior written notice to the other Party if such Party reasonably believes that a significant matter must be addressed prior to the next scheduled meeting, in which event such Party will shall work with the chairperson of the JCC JMAC to provide the members of the JCC JMAC no later than [***] prior to the special meeting with an agenda for the meeting and materials reasonably adequate to enable an informed decision. The JCC JMAC may meet in person, by videoconference, or by teleconference. In-person JCC JMAC meetings will be held at locations in the United States U.S. alternately selected by Surface Medivation and by Novartis Astellas or at any other location mutually mutual agreed by the members of the JCCJMAC. Meetings of the JCC will JMAC shall be effective only if at least one (1) representative of each Party is present or participating in such meeting. Each Party will shall report to the JCC JMAC on all material issues relating to the Commercialization of Regional Licensed Medical Affairs Activities with respect to Products promptly after such issues arise. Each Party will bear the expense of its respective JCC JMAC members’ participation in JCC JMAC meetings. The JCC chairperson will be responsible for preparing reasonably detailed written minutes of JCC JMAC meetings that reflect all decisions made and action items identified at such meetings. The JCC JMAC chairperson will shall send meeting minutes to each member of the JCC JMAC for review and approval within [***] after each JCC JMAC meeting. Minutes will be deemed approved unless [***] one or more members of the JCC object JMAC objects to the accuracy of such minutes within [***] of receipt. Minutes will be officially endorsed by the JCC JMAC at the next JCC JMAC meeting, and will be signed by the Alliance Managers.

Appears in 1 contract

Samples: Collaboration Agreement (Medivation, Inc.)

Meetings. The JCC JSC will meet (a) at least once per [***] prior to March 31, 2024, (b) at least [***] per Kaken Fiscal Year after March 31, 2024 and prior to obtaining Regulatory Approval for the Initial Indication in the Kaken Territory and (c) at least [***] per Kaken Fiscal Year after obtaining such Regulatory Approval, unless the Parties mutually agree in writing to not meet or to meet at a different frequency. No later than The JSC may meet in person, by videoconference, or by teleconference. The first JSC meeting shall be held within [***] ]. Meetings of the JSC will be effective only if at least one (1) representative of each Party is present or participating in such meeting. Each Party will bear the expense of its respective JSC members’ participation in JSC meetings, with any fees for interpretation being borne fifty percent (50%) by each Party. No later than five (5) Business Days prior to any meeting of the JCC JSC (or such shorter time period as the Parties may agree), the Alliance Managers together will prepare and circulate an agenda for such meeting; provided, however, that either Party will be free to propose additional topics to be included on such agenda, either prior to or in the course of such meeting, and any Party that will be presenting to the JSC at any meeting as part of such agenda will prepare and provide detailed materials to the JSC representatives to support discussion. Either Party may also call a special meeting of the JCC JSC (by videoconference, teleconference or in person) by providing at least [***] ten (10) Business Days prior written notice to the other Party if such Party reasonably believes that a significant matter must be addressed prior to the next scheduled meeting, in which event such Party will work with the chairperson of the JCC Alliance Managers to provide the members of the JCC JSC no later than [***] three (3) Business Days prior to the special meeting with an agenda for the meeting and materials reasonably adequate to enable an informed decision, with the reasonable fees for interpretation at such a special meeting being borne entirely by the Party requesting the special meeting. The JCC may meet in person, by videoconference, or by teleconference. In-person JCC meetings will be held at locations in the United States alternately selected by Surface and by Novartis or at any other location mutually agreed by the members of the JCC. Meetings of the JCC will be effective only if at least one (1) representative of each Party is present or participating in such meeting. Each Party will report to the JCC on all material issues relating to the Commercialization of Regional Licensed Products promptly after such issues arise. Each Party will bear the expense of its respective JCC members’ participation in JCC meetings. The JCC JSC chairperson will be responsible for preparing reasonably detailed written minutes of JCC JSC meetings that reflect all decisions made and action items identified at such meetings. The JCC JSC chairperson will send meeting minutes to each member of the JCC JSC for review and approval within [***] ten (10) Business Days after each JCC JSC meeting. Minutes will be deemed approved unless [***] one or more members of the JCC object JSC objects to the accuracy of such minutes within [***] ten (10) Business Days of receipt. Any material changes proposed to any meeting minutes by either Party’s members of the JSC will be promptly circulated by the JSC chairperson to each member of the JSC for review and approval within ten (10) Business Days of receipt, with such process repeating until the meeting minutes are approved by all JSC members. Minutes will be officially endorsed by the JCC JSC at the next JCC meeting, JSC meeting and will be signed by the Alliance Managersone (1) JSC representative of each Party.

Appears in 1 contract

Samples: Collaboration and License Agreement (CymaBay Therapeutics, Inc.)

Meetings. The JCC will JMC shall meet at least once per [****] time per Calendar Quarter during the Term (spaced at regular intervals) unless the Parties mutually agree in writing to a different frequency. No later than [***] prior to any meeting of the JCC (or such shorter time period as the Parties may agree), the Alliance Managers will prepare and circulate an agenda frequency for such meeting; provided, however, that either Party will be free to propose additional topics to be included on such agenda, either prior to or in the course of such meetingmeetings. Either Party may also call a special meeting of the JCC JMC (by videoconference, teleconference videoconference or in personteleconference) by providing at least [****] Business Days’ prior written notice to the other Party if in the event such Party reasonably believes that a significant matter must be addressed prior to the next scheduled meetingmeeting of the JMC, in which event and such Party will work with the chairperson of the JCC to shall provide the members of the JCC JMC no later than [****] Business Days prior to the special meeting with materials that such Party reasonably believes in good faith are sufficient to enable the JMC members to make an informed decision; provided that for time sensitive matters, a Party may call a special meeting of the JMC on less than [****] Business Days’ prior written notice if the Parties, as confirmed in writing by the Alliance Managers, agree that an issue warrants an expedited meeting. No later than [****] Business Days prior to any meeting of the JMC, the Alliance Managers (or their respective designees) shall prepare and circulate an agenda for the such meeting and materials reasonably adequate each Party shall be permitted to enable an informed decisionpropose additional topics to be included on such agenda. The JCC JMC may meet in person, by videoconference, videoconference or by teleconference. In-person JCC JMC meetings will be held at locations in the United States alternately selected by Surface Alnylam and by Novartis or at any other location mutually agreed by Roche. Each Party will bear the members expense of the JCCits respective JMC members’ participation in JMC meetings. Meetings of the JCC will JMC shall be effective only if at least one (1) representative member of each Party is present or participating in such meeting. Each Party will report to the JCC on all material issues relating to the Commercialization of Regional Licensed Products promptly after such issues arise. Each Party will bear the expense of its The Alliance Managers (or their respective JCC members’ participation in JCC meetings. The JCC chairperson designees) will be responsible for preparing reasonably detailed written the preparation of minutes of JCC all JMC meetings that reflect all material decisions made and action items identified actions at such meetings. The JCC chairperson Alliance Managers (or their respective designees) will send deliver draft meeting minutes to each member of the JCC JMC for their review and approval within [****] Business Days after each JCC JMC meeting. Minutes Such minutes will be deemed approved unless [***] one or more members of the JCC object JMC objects in writing to the accuracy of such minutes within [****] of receipt. Minutes will be officially endorsed by the JCC at the next JCC meeting, and will be signed by the Alliance ManagersBusiness Days after receipt thereof.

Appears in 1 contract

Samples: Collaboration and License Agreement (Alnylam Pharmaceuticals, Inc.)

Meetings. The JCC JSC will meet at least once twice per [***] Calendar Year, unless the Parties mutually agree in writing to a different frequency. No later than [***] prior to any meeting of the JCC (or such shorter time period as the Parties may agree), the Alliance Managers will prepare and circulate an agenda for such meeting; provided, however, that either Party will be free to propose additional topics to be included on such agenda, either prior to or in the course of such meeting. Either Party may also call a special meeting of the JCC (by videoconference, teleconference or in person) by providing at least [***] prior written notice to the other Party if such Party reasonably believes that a significant matter must be addressed prior to the next scheduled meeting, in which event such Party will work with the chairperson of the JCC to provide the members of the JCC no later than [***] prior to the special meeting with an agenda for the meeting and materials reasonably adequate to enable an informed decision. The JCC JSC may meet in person, by videoconference, or by teleconference, provided that at least one (1) meeting of the JSC per Calendar Year will be in person. In-person JCC JSC meetings will be held at locations in the United States and in Japan alternately selected by Surface Xxxxx and by Novartis Shionogi, or at any other location mutually agreed by the members of the JCCJSC. The first JSC meeting shall be held within [***] ([***]) days of the Effective Date. Meetings of the JCC JSC will be effective only if at least one (1) representative of each Party is present or participating in such meeting. Each Party will report to the JCC on all material issues relating to the Commercialization of Regional Licensed Products promptly after such issues arise. Each Party will bear the expense of its respective JCC JSC members’ participation in JCC JSC meetings. No later than [***] ([***]) Business Days prior to any meeting of the JSC (or such shorter time period as the Parties may agree), the JSC co-chairpersons will work with the Alliance Managers to prepare and circulate an agenda for such meeting; provided, however, that additional topics may be included on such agenda prior to the meeting, and the Party or the Committee proposing an item shall provide materials to the JSC representatives no later than [***] ([***]) Business Days prior to the JSC meeting to support discussion. A JSC co-chairperson may also call a special meeting of the JSC (by videoconference, teleconference or in person) if such JSC co-chairperson reasonably believes that a significant matter must be addressed prior to the next scheduled meeting, in which event such JSC co-chairperson will work with the Alliance Managers to provide the members of the JSC, promptly after the decision is made to hold such special JSC meeting, with an agenda for the meeting and materials reasonably adequate to enable an informed decision. The JCC chairperson JSC co-chairpersons will be responsible for preparing reasonably detailed written minutes of JCC JSC meetings that reflect all decisions made and action items identified at such meetings. The JCC chairperson will send meeting minutes to each member of the JCC for review and approval meetings within [***] after each JCC meeting. Minutes will be deemed approved unless ([***] members of the JCC object ]) Business Days after each JSC meeting, and endeavor to the accuracy of finalize such minutes within [***] of receipt. Minutes will be officially endorsed by the JCC at the next JCC ([***]) days after each JSC meeting, and will be signed by the Alliance Managers.

Appears in 1 contract

Samples: Option and Collaboration Agreement (Social Capital Suvretta Holdings Corp. I)

Meetings. The JCC Each Committee will meet hold meetings at least once per [***] such times as it elects to do so, provided that unless the Parties mutually otherwise agree in writing to a different frequencyfrequency for such meetings, the JSC will meet at least [***] ([***]) times each Calendar Year. Either Party may also call a special meeting of a Committee (by videoconference or teleconference) by written notice to the other Party in the event such Party reasonably believes that a significant matter must be addressed prior to the next regularly scheduled meeting. Unless a significant matter requires more urgent consideration by a Committee, the Party calling for a special meeting will provide the applicable Committee no later than [***] ([***]) Business Days prior to the special meeting with materials reasonably adequate to enable an informed decision at such meeting. No later than [***] ([***]) Business Days prior to any meeting of the JCC (or such shorter time period as the Parties may agree)Committee meeting, the Alliance Managers co-chairpersons of such Committee will prepare and circulate an agenda for such meeting; provided, however, that either Party will be free to may propose additional topics to be included on such agenda, either prior to or in the course of such meeting. Either Each Committee may invite non-members (including consultants and advisors of a Party who are under an obligation of confidentiality consistent with this Agreement) to participate in its meetings; provided that such non-member participants will have no voting authority at such meetings and may also call a special meeting of the JCC (be excluded by videoconference, teleconference or in person) by providing at least [***] prior written notice to the other either Party if such Party reasonably believes that a significant matter must be addressed prior to the next scheduled meeting, in which event such Party will work with the chairperson there is an actual or potential conflict of the JCC to provide the members of the JCC no later than [***] prior to the special meeting with an agenda for the meeting and materials reasonably adequate to enable an informed decisioninterest. The JCC Each Committee may meet in person, by videoconference, videoconference or by teleconference; provided, however, that at least one (1) meeting of each Committee per Calendar Year will be in person unless the Parties mutually agree in writing to waive such requirement. In-person JCC Committee meetings will be held at locations alternately in the United States alternately selected by Surface Boulder, Colorado or Bay Area, California and by Novartis Berlin, Germany, or at any such other location as may be mutually agreed by the members Parties. Each Party will bear the expense of the JCCits respective Committee members’ participation in Committee meetings. Meetings of the JCC Committee meetings will be effective only if at least one (1) representative of each Party is present or participating in such meeting. Each Party will report to the JCC on all material issues relating to the Commercialization The co-chairpersons of Regional Licensed Products promptly after such issues arise. Each Party will bear the expense of its respective JCC members’ participation in JCC meetings. The JCC chairperson a Committee will be responsible for preparing reasonably detailed written minutes of JCC all meetings of such Committee that reflect all material decisions made and action items identified at such meetings. The JCC chairperson co-chairpersons will send draft meeting minutes to each member of the JCC such Committee for review and approval within [***] promptly after each JCC Committee meeting. Minutes will be deemed approved unless [***] members of the JCC object to the accuracy of such Such minutes within [***] of receipt. Minutes will be officially endorsed by the JCC at the next JCC meeting, and will be signed by the Alliance Managers.will

Appears in 1 contract

Samples: License and Collaboration Agreement (Clovis Oncology, Inc.)

Meetings. The JCC Business meetings of the PPG will meet be arranged to take place at least once per [***] unless the Parties mutually agree in writing to a different frequency. No later than [***] prior to any meeting of the JCC (or such shorter time period as the Parties may agree), the Alliance Managers will prepare quarterly and circulate an agenda for such meeting; provided, however, that either Party will be free to propose additional topics to be included on such agenda, either prior to or in the course of such meeting. Either Party may also call a special meeting of the JCC (by videoconference, teleconference or in person) by providing at least [***] prior written notice to the other Party if such Party reasonably believes that a significant matter must be addressed prior to the next scheduled meeting, in which event such Party will work with the chairperson of the JCC to provide the members of the JCC no later than [***] prior to the special meeting with an agenda for the meeting and materials reasonably adequate to enable an informed decision. The JCC may meet in person, by videoconference, or by teleconference. In-person JCC meetings usually will be held at locations the Practice’s premises. At the meeting when this (or a modified) form of ‘Constitution and Terms of Reference’ is first adopted, the meeting will also approve the appointments of the Chairperson and Secretary of MVPPG. Both appointments will be for whatever period is agreed, but appointees will be eligible for re-appointment. A senior member of the Practice will attend each meeting. A meeting will be quorate when at least 5 members, excluding Practice-staff attendees, are present. If the Chairperson is absent from any meeting, the members present will elect a temporary chairperson to assume the position for that meeting only. If the Secretary is prevented from attending a meeting, the members present will seek a replacement from those present, who will act as secretary for that meeting only. Members should make every effort to attend meetings on a regular basis. A member (but not a new member who has not attended previously) who cannot attend a meeting should submit their apology to the Secretary, in advance of the United States alternately selected meeting. All Practice staff will be entitled to attend meetings. All efforts will be made to ensure that the agenda of each meeting will be issued via the Practice Manager, 7 days before the meeting, by Surface and by Novartis email, post, or at any whatever other location mutually means might be agreed with the individuals concerned – its contents having been pre-agreed by the members Chairperson of the JCCPPG and the Practice Manager. Meetings Items for inclusion in the agenda of a meeting should be submitted to the Practice Manager at least 10 days before the meeting, in order that they can be included in the agenda of the JCC will be effective only if at least one (1) representative meeting and enable its timely issue. At the end of each Party is present or participating in such meeting. Each Party , the Chairperson will report to summarise any action points that have been agreed, and will remind the JCC on all material issues relating to the Commercialization of Regional Licensed Products promptly after such issues arise. Each Party will bear the expense of its respective JCC members’ participation in JCC meetingsmember/s responsible for taking those actions. The JCC chairperson Secretary will be responsible for preparing reasonably detailed written taking minutes of JCC meetings that reflect all decisions made and action items identified for arranging issue of them, via the Practice Manager, by email, post, or whatever other means might be agreed with individuals - and for dealing with any correspondence, unless otherwise agreed. The Secretary will aim to produce minutes and arrange for them to be issued within 10 days following a meeting. All attendees should conduct themselves in a courteous and professional manner at such meetings. The JCC chairperson Any member who is disruptive, or is not co-operative, may be asked to leave by the Chairperson, after consultation with the members present. A member should seek to address a meeting via the ‘Chair’, to ensure that meetings are disciplined and that any less confident members are not inhibited from speaking. Members will send meeting minutes treat items discussed as confidential, where appropriate. Terms of Reference To receive all relevant information from the Practice and to each member contribute to the Practice’s decision making process in regard to the provision and development of services offered by the Practice. To be represented by nominated members, at meetings with nominated Practice staff/Partners, as appropriate, to discuss specific projects/issues that arise from PPG meetings. To receive from/via the Practice, details of actions and policies proposed by the local Clinical Commissioning Group, and to make representations to that group, with a view to influencing its decisions. To discuss relevant problems/ issues which arise in the Practice and in the local community. To conduct and/or assist the Practice in conducting surveys of patients - thereby enabling patients to comment on the Practice’s performance and to suggest changes – and to review patients’ responses. To assist the Practice in producing action plans arising from patient surveys. To communicate information received, concerning patients’ needs, concerns and interests, to the Practice and to any other relevant bodies. To provide input to publications proposed by the Practice, to ensure clear, plain language presentation for the benefit of patients, as may be deemed necessary. To provide links with appropriate support groups, for the benefit of patients with particular needs. To provide a forum enabling the exchange of information on medical and health issues, to promote health education and, where appropriate, to influence local health-care issues. To influence the provision of local secondary health and social care, and act as patient representatives when appropriate. To liaise with other PPGs, to share best practice and ideas, for the benefit of patients and staff of the JCC Practice. To nominate representatives to attend relevant external meetings, such as meetings of other PPGs, the National Association for review and approval within [***] after each JCC meetingPatient Participation Annual Conference etc. Minutes will be deemed approved unless [***] members To co-operate with the Practice in seeking to ensure that membership of MVPPG represents, as far as is achievable, a cross-section of the JCC object Practice’s patients, as to age, gender, social and ethnic background and ability. To appoint sub-committees as necessary and as appropriate to consider particular matters that may require attention. Such sub-committees will generally report their proposals to a meeting of the accuracy PPG for discussion and approval. However, where prompt action is required, the Chairperson may authorise consultation with the membership of such minutes within [***] the PPG via e-mail or post. To review this form of receipt. Minutes will be officially endorsed by the JCC ‘Constitution and Terms of Reference’, at the next JCC meeting, and will be signed by the Alliance Managersleast annually.

Appears in 1 contract

Samples: www.mossvalleymedicalpractice.co.uk

Meetings. The JCC will JSC shall meet at least once per [***] quarterly during the Term unless the Parties mutually agree in writing to a different frequencyfrequency for such meetings. No later than [***] ten (10) business days prior to any regularly scheduled meeting of the JCC (or such shorter time period as the Parties may agree)JSC, the Alliance Managers will chairperson of the JSC shall prepare and circulate an agenda for such meeting and, as soon as practicable, materials for PORTIONS OF THIS EXHIBIT WERE OMITTED AND HAVE BEEN FILED SEPARATELY WITH THE SECRETARY OF THE COMMISSION PURSUANT TO AN APPICATION FOR CONFIDENTIAL TREATMENT UNDER RULE 406 OF THE SECURITIES ACT; [***] DENOTES OMISSIONS. the meeting; provided, however, that either Party will be free to may propose additional topics to be included on such agenda, either prior to or in the course of such meeting. Either Party may also call a special meeting of the JCC (by videoconference, teleconference or in person) by providing at least [***] prior written notice to the other Party if such Party reasonably believes that a significant matter must be addressed prior to the next scheduled meeting, in which event such Party will work with the chairperson of the JCC to provide the members of the JCC no later than [***] prior to the special meeting with an agenda for the meeting and materials reasonably adequate to enable an informed decision. The JCC JSC may meet in person, by videoconference, videoconference or by teleconference. In-person JCC meetings Each Party will be held at locations bear the expense of its respective JSC members’ participation in the United States alternately selected by Surface and by Novartis or at any other location mutually agreed by the members of the JCCJSC meetings. Meetings of the JCC will JSC shall be effective only if at least one (1) representative of each Party is present or participating in such meeting. Each Party will report to The chairperson of the JCC on all material issues relating to the Commercialization of Regional Licensed Products promptly after such issues arise. Each Party will bear the expense of its respective JCC members’ participation in JCC meetings. The JCC chairperson JSC will be responsible for preparing reasonably detailed written minutes of JCC all JSC meetings that reflect all reflect, without limitation, material decisions made and action items identified at such meetings. The JCC JSC chairperson will shall send draft meeting minutes to each member of the JCC JSC for review and approval within [***] ten (10) business days after each JCC JSC meeting. Minutes The JSC shall formally approve the minutes of each meeting at the immediately subsequent meeting, and the minutes for the last JSC meeting will be deemed approved unless [***] one or more members of the JCC object JSC objects to the accuracy of such minutes within [***] ten (10) business days of receipt. Minutes will be officially endorsed by the JCC at the next JCC meeting, and will be signed by the Alliance Managers.

Appears in 1 contract

Samples: License Agreement (Tranzyme Inc)

Meetings. The JCC will JTT shall meet (by videoconference, teleconference, or in person) with such meeting frequency as agreed by the JTT. Either Party’s representatives on the JTT may also call a meeting of the JTT (by videoconference, teleconference, or in person) by providing at least once per [***] unless Business Days prior written notice to the Parties mutually agree in writing to a different frequencyother Party’s representatives. No later than [***] prior Prior to any meeting of the JCC (or such shorter time period as the Parties may agree)JTT, the Alliance Managers will chairperson of the JTT shall prepare and circulate an agenda for such meeting; provided, however, that either Party will be free to may propose additional topics to be included on such agenda, either prior to or in the course of such meeting. Either Party The Parties may also call a special meeting of mutually agree to additional meetings on shorter or longer notice in the JCC (by videoconference, teleconference or in person) by providing at least [***] prior written notice to the other Party if such Party reasonably believes event that a significant matter must be addressed prior to the next scheduled meeting, in which event such Party will work with the chairperson of the JCC to provide the members of the JCC no later than [***] prior to the special meeting with an agenda for the meeting and materials reasonably adequate to enable an informed decisionmatters arise requiring JTT consideration. The JCC JTT may meet in person, by videoconference, videoconference or by teleconference. In-person JCC meetings Each Party will be held at locations bear the expense of its respective JTT members’ participation in the United States alternately selected by Surface and by Novartis or at any other location mutually agreed by the members of the JCCJTT meetings. Meetings of the JCC will JTT shall be effective only if at least one (1) representative of each Party (which representative is not such Party’s Alliance Manager) is present or participating in such meeting. Each Party will report to the JCC on all material issues relating to the Commercialization The Alliance Manager of Regional Licensed Products promptly after such issues arise. Each Party will bear the expense of its respective JCC members’ participation in JCC meetings. The JCC chairperson will […***…] shall be responsible for preparing reasonably detailed written minutes of JCC all JTT meetings that reflect all material decisions made and action items identified at such meetings. The JCC chairperson will Such Alliance Manager shall send draft meeting minutes to each member of the JCC JTT for review and approval within [***] Business Days after each JCC JTT meeting. Minutes Such minutes will be deemed approved unless [***] one or more members of the JCC object JTT objects (whereby an objection by e-mail shall suffice) to the accuracy of such minutes within [***] Business Days of receipt, in which case such Alliance Manager shall amend the draft meeting minutes accordingly and send the revised draft meeting minutes to each member of the JTT for review and approval within […***…] Business Days of receipt of the objection(s). The same review procedures and timelines as set out in the immediately preceding sentence shall apply to such revised draft meeting minutes. Minutes will be officially endorsed by the JCC JTT at the next JCC JTT meeting, and will be signed by the Alliance Managers.

Appears in 1 contract

Samples: Agreement (Galapagos Nv)

Meetings. The JCC will JDC shall meet at least once per [***] Calendar Quarter during the Term unless the Parties mutually agree in writing to a different frequency. No later than [***] Business Days prior to any meeting of the JCC (or such shorter time period as the Parties may agree)JDC, the Alliance Managers will Manager of the Party whose representative is the chairperson, in collaboration with the chairperson of the JDC, shall prepare and circulate an agenda for such meeting; provided, however, that either Party will be free to may propose additional topics to be included on such agenda, either prior to or in the course of such meeting. Either Party may also call a special meeting of the JCC (by videoconference, teleconference or in person) JDC by providing at least [***] Business Days’ prior written notice to the other Party if such Party reasonably believes that a significant matter must be addressed prior to the next scheduled meeting, in which event such Party will shall work with the chairperson of the JCC JDC and Alliance Managers of each Party to provide the members of the JCC JDC no later than [***] Business Days prior to the special meeting with an agenda for the meeting and materials reasonably adequate to enable an informed decisiondecision on the matters to be considered. The JCC Parties may mutually agree to additional meetings on shorter or longer notice in the event that matters arise requiring JDC attention. The JDC may meet in in-person, by videoconference, videoconference or by teleconference. Notwithstanding the foregoing, at least one (1) meeting per Calendar Year shall be in-person unless the Parties mutually agree in writing to waive such requirement. In-person JCC JDC meetings will be held at locations in the United States alternately selected by Surface Arcus and by Novartis Gilead, with [***] selecting the location of the first in-person JDC meeting, or at any other location mutually agreed by the members of the JCCJDC. Each Party shall bear the cost and expense of its respective JDC members’ participation in JDC meetings. Meetings of the JCC will JDC shall be effective only if at least one (1) representative of each Party (which representative is not such Party’s Alliance Manager) are present or participating in such meeting. Each The Alliance Manager of the Party will report to whose representative is the JCC on all material issues relating to the Commercialization of Regional Licensed Products promptly after such issues arise. Each Party will bear the expense of its respective JCC members’ participation in JCC meetings. The JCC chairperson will shall be responsible for preparing reasonably detailed written minutes of JCC all JDC meetings that reflect all material decisions made and action items identified at such meetings. The JCC chairperson will Such Alliance Manager shall send draft meeting minutes to each member of the JCC JDC for review and approval within [***] Business Days after each JCC JDC meeting. Minutes will Such minutes shall be deemed approved unless [***] one (1) or more members of the JCC object JDC objects (whereby an objection by e-mail shall suffice) to the accuracy of such minutes within [***] Business Days of receipt, in which case such Alliance Manager shall amend the draft meeting minutes accordingly and send the revised draft meeting minutes to each member of the JDC for review and approval within [***] Business Days of receipt of the objection(s). Minutes will be officially endorsed The same review procedures and timelines as set out in the immediately preceding sentence shall apply to such revised draft meeting minutes. If agreed upon by the JCC at JDC, the next JCC meeting, and will minutes shall be promptly signed by the Alliance Managers.

Appears in 1 contract

Samples: Option, License and Collaboration Agreement (Arcus Biosciences, Inc.)

Meetings. The JCC will Parties shall endeavor to have their first meeting of the JSC within thirty (30) days after the formation thereof. Thereafter, the JSC shall meet at least once in accordance with a schedule established by the JSC, but no less frequently than [ * ] times per [***] Calendar Year, unless the Parties mutually agree in writing to JSC determines a different frequency, with the location for such meetings to be determined by the JSC. No later than [***] prior to any meeting of the JCC (The JSC may meet in person, or such shorter time period as the Parties may agree)alternatively, the Alliance Managers will prepare and circulate an agenda for such meeting; providedJSC may meet by means of teleconference, however, that either Party will be free to propose additional topics to be included on such agenda, either prior to videoconference or in the course of such meetingother similar communications equipment. Either Party may also call a special meeting of the JCC (JSC by videoconference, teleconference or in person) by providing at least [***] ten (10) Business Days’ prior written notice to the other Party if in the event such requesting Party reasonably believes that a significant matter must be addressed prior to the next scheduled meeting, in which event and such requesting Party will work with the chairperson of the JCC to shall provide the members of the JCC JSC no later than [***] five (5) Business Days prior to the special meeting with an agenda for the meeting and materials reasonably adequate to enable an informed decisiondecision on the relevant matter; provided that for time sensitive matters, a Party may call a special meeting of the JSC and provide relevant materials with less than [ * ] Business Days’ notice if the Parties agree that an issue warrants an expedited meeting. The JCC may meet in personNo later than [ * ] Business Days prior to any meeting of the JSC (other than a special meeting as described above), by videoconference, or by teleconference. Inthe designated co-person JCC meetings will be held at locations in chairperson of the United States alternately selected by Surface JSC shall prepare and by Novartis or at any other location mutually agreed by the circulate an agenda for such meeting to all members of the JCC. Meetings of the JCC will JSC; provided, however, that either Party shall be effective only free to include additional topics on such agenda, either prior to or, if at least one (1) representative representatives of each Party is are present or participating in at a meeting, during the course of such meeting. Each Party will report shall bear its own costs and expenses related to the JCC on all material issues relating to the Commercialization attendance of Regional Licensed Products promptly after such issues arise. Each Party will bear the expense of meetings by its respective JCC members’ participation in JCC meetingsrepresentatives. The JCC designated co-chairperson of the JSC will be responsible for preparing reasonably detailed written minutes of JCC all JSC meetings that reflect all reflect, without limitation, material decisions made and action items identified at such meetings. The JCC designated JSC co-chairperson will shall send draft meeting minutes to each member of the JCC JSC for review and approval within [***[ * ] Business Days after each JCC JSC meeting. Minutes Such minutes will be deemed approved unless [***] one or more members of the JCC object JSC objects to the accuracy of such minutes within [***[ * ] Business Days of receipt. Minutes will be officially endorsed by the JCC at the next JCC meeting, and will be signed by the Alliance Managers.3.3

Appears in 1 contract

Samples: License and Collaboration Agreement (Seagen Inc.)

Meetings. The JCC will JDC shall meet at least once per [****] per Calendar Quarter during the Term (spaced at regular intervals) unless the Parties mutually agree in writing to a different frequency. No later than [***] prior to any meeting of the JCC (or such shorter time period as the Parties may agree), the Alliance Managers will prepare and circulate an agenda frequency for such meeting; provided, however, that either Party will be free to propose additional topics to be included on such agenda, either prior to or in the course of such meetingmeetings. Either Party may also call a special meeting of the JCC JDC (by videoconference, teleconference videoconference or in personteleconference) by providing at least [****] Business Days’ prior written notice to the other Party if in the event such Party reasonably believes that a significant matter must be addressed prior to the next scheduled meetingmeeting of the JDC, in which event and such Party will work with the chairperson of the JCC to shall provide the members of the JCC JDC no later than [****] Business Days prior to the special meeting with materials that such Party reasonably believes in good faith are sufficient to enable the JDC members to make an informed decision; provided that for time sensitive matters, a Party may call a special meeting of the JDC on less than [****] Business Days’ prior written notice if the Parties, as confirmed in writing by the Alliance Managers, agree that an issue warrants an expedited meeting. No later than [****] Business Days prior to any meeting of the JDC, the Alliance Managers (or their respective designees) shall prepare and circulate an agenda for the such meeting and materials reasonably adequate each Party shall be permitted to enable an informed decisionpropose additional topics to be included on such agenda. The JCC JDC may meet in person, by videoconference, videoconference or by teleconference. In-person JCC JDC meetings will be held at locations in the United States alternately selected by Surface Alnylam and by Novartis or at any other location mutually agreed by Roche. Each Party will bear the members expense of the JCCits respective JDC members’ participation in JDC meetings. Meetings of the JCC will JDC shall be effective only if at least one (1) representative member of each Party is present or participating in such meeting. Each Party will report to the JCC on all material issues relating to the Commercialization of Regional Licensed Products promptly after such issues arise. Each Party will bear the expense of its The Alliance Managers (or their respective JCC members’ participation in JCC meetings. The JCC chairperson designees) will be responsible for preparing reasonably detailed the preparation of written minutes of JCC all JDC meetings that reflect all material decisions and actions made and action items identified at such meetings. The JCC chairperson Alliance Managers (or their respective designees) will send deliver draft meeting minutes to each member of the JCC JDC for their review and approval within [****] Business Days after each JCC JDC meeting. Minutes Such minutes will be deemed approved unless [***] one or more members of the JCC object JDC objects in writing to the accuracy of such minutes within [****] of receipt. Minutes will be officially endorsed by the JCC at the next JCC meeting, and will be signed by the Alliance ManagersBusiness Days after receipt thereof.

Appears in 1 contract

Samples: Collaboration and License Agreement (Alnylam Pharmaceuticals, Inc.)

Meetings. The Shared Territory JCC will shall meet (i) in person for at least one hour once per [***] unless month or as otherwise agreed by the Parties mutually agree and (ii) by videoconference or by teleconference for at least one hour every second week, or, in writing to a different frequencyeach case, at such other frequency as is agreed by the Parties. No later than [***] Business Days prior to any meeting of the JCC (or such shorter time period as the Parties may agree)Shared Territory JCC, the Alliance Managers will chairperson shall prepare and circulate an agenda for such meeting; provided, however, that either Party will shall be free to propose additional topics to be included on such agenda, either prior to or in the course of such meeting. Either Party may also call a special meeting of the JCC (by videoconference, teleconference or in person) by providing at least [***] prior written notice to the other Party if such Party reasonably believes that a significant matter must be addressed prior to the next scheduled meeting, in which event such Party will work with the chairperson of the JCC to provide the members of the JCC no later than [***] prior to the special meeting with an agenda for the meeting and materials reasonably adequate to enable an informed decision. The JCC may meet in person, by videoconference, or by teleconference. In-person JCC meetings will be held at locations in the United States alternately selected by Surface and by Novartis or at any other location mutually agreed by the members of the JCC. Meetings of the Shared Territory JCC will shall be effective only if at least one (1) representative of each Party is present or participating in such meeting. Each Party will report to the JCC on all material issues relating to the Commercialization of Regional Licensed Products promptly after such issues arise. Each Party will bear the expense of its respective Shared Territory JCC members’ participation in Shared Territory JCC meetings. The chairperson of the Shared Territory JCC chairperson will be responsible for preparing reasonably detailed written minutes of JCC such meetings that reflect all decisions made summarize the discussions had and action items identified at such meetings. The Shared Territory JCC chairperson will shall send meeting minutes to each member of the Shared Territory JCC for review and approval within [***] Business Days after each Shared Territory JCC meeting. Minutes will be deemed approved unless [***] one or more members of the Shared Territory JCC object objects to the accuracy of such minutes within [***] Business Days of receipt, in which case the Shared Territory JCC chairperson shall amend the draft meeting minutes accordingly and send the revised draft meeting minutes to each member of the Shared Territory JCC for review and approval within […***…] Business Days of receipt of the objection(s). Minutes will be officially endorsed by The same review procedures and timelines set out in the JCC at the next JCC meeting, and will be signed by the Alliance Managersimmediately preceding sentence shall apply to such revised draft meeting minutes.

Appears in 1 contract

Samples: License and Collaboration Agreement (Galapagos Nv)

Meetings. The JCC will JDC shall meet at least once per [***] unless the Parties mutually agree in writing to a different frequency. No later than [***] prior to any meeting of the JCC (or such shorter time period as the Parties may agree), the Alliance Managers will prepare and circulate an agenda for such meeting; provided, however, that either Party will be free to propose additional topics to be included on such agenda, either prior to or in the course of such meeting. Either Party may also call a special meeting of the JCC (by videoconference, teleconference or in person) by providing at least [***] prior written notice to the other Party if such Party reasonably believes that a significant matter must be addressed prior to the next scheduled meeting, in which event such Party will work with the chairperson of the JCC to provide the members of the JCC no later than [***] prior to the special meeting with an agenda for the meeting and materials reasonably adequate to enable an informed decision. The JCC may meet in person, by videoconference, or by teleconference. In-person JCC meetings will be held at locations in the United States alternately selected by Surface and by Novartis or at any other location mutually agreed deemed necessary by the members of the JCCJDC. Meetings The JDC may meet in person or by means of telecommunication (telephone, video, or web conferences). The location of in-person JDC meetings will be mutually agreed by the Parties in good faith. Each party shall be responsible for all of its own expenses of participating in JDC meetings. Portions herein identified by [*****] have been omitted pursuant to a request for confidential treatment under Rule 24b-2 of the JCC will be effective only if at least one Securities Exchange Act of 1934, as amended. A complete copy of this document has been filed separately with the Securities and Exchange Commission. Confidential (1) representative of each Party is present or participating in such meetingd)Minutes. Each Party will report to the JCC on all material issues relating to the Commercialization of Regional Licensed Products promptly after such issues arise. Each Party will bear the expense of its respective JCC members’ participation in JCC meetings. The JCC chairperson will Ziopharm shall be responsible for preparing reasonably detailed written definitive minutes of JCC meetings that reflect all decisions made and action items identified at such meetingseach JDC meeting. The JCC chairperson will send meeting minutes to each member shall circulate a draft of the JCC for review and approval within [***] after minutes of each JCC meeting. Minutes will be deemed approved unless [***] meeting to all members of the JCC object JDC for comments within 30 days after such meeting. Such minutes shall provide a description, in reasonable detail, of the discussions at the meeting and shall document all actions and determinations approved by the JDC at such meeting. Without limiting the generality of the foregoing, any amendment or update to the accuracy Gorilla Development Plan that is approved at a JDC meeting (including the Gorilla Development Budget therein and, if applicable the Gorilla Agreed Budget), and any pre-clinical or clinical study protocol or any amendment thereto that is approved at a JDC meeting shall be attached to the minutes of such meeting. The Parties shall promptly discuss any comments on such minutes within [***] and finalize the minutes no later than the date of receipt. Minutes will be officially endorsed by the JCC at the next JCC JDC meeting. (e)Decision-Making. Subject to Section 5.2(c) and Section 5.3(f) the decisions of the JDC shall be made by unanimous vote, with each party’s representatives on the JDC collectively having one vote. No vote of the JDC may be taken unless at least one of each party’s representatives is present for the vote. Each party shall be responsible for ensuring that, at all times, its representatives on the JDC act reasonably and will be signed by the Alliance Managers.in good faith in carrying out their respective responsibilities hereunder. (f)

Appears in 1 contract

Samples: www.sec.gov

Meetings. The JCC will Parties shall endeavor to have their first meeting of the JSC within [***]. The JSC shall meet at least once per [***] per Calendar Quarter during the Term spaced at regular intervals unless the Parties mutually agree in writing to a different frequencyfrequency for such meetings. Either Party may also call a special meeting of the JSC (by videoconference or teleconference) by providing at least [***] prior written notice to the other Party in the event such Party reasonably believes that a significant matter must be addressed prior to the next scheduled meeting, and such Party shall provide the JSC no later than [***] prior to the special meeting with materials reasonably adequate to enable an informed decision. No later than [***] prior to any regularly scheduled meeting of the JCC (or such shorter time period as the Parties may agree)JSC, the Alliance Managers will chairpersons of the JSC shall prepare and circulate an agenda for such meeting; provided, however, that either Party will be free to may propose additional topics to be included on such agenda, either prior to or in the course of such meeting. Either Party The JSC may also call a special meeting of the JCC (by videoconference, teleconference or meet in person) , by providing videoconference or by teleconference. Notwithstanding the foregoing, at least [***] prior written notice to the other Party if such Party reasonably believes that a significant matter must meetings per Calendar Year shall be addressed prior to the next scheduled meeting, in which event such Party will work with the chairperson of the JCC to provide the members of the JCC no later than [***] prior to the special meeting with an agenda for the meeting and materials reasonably adequate to enable an informed decision. The JCC may meet in person, by videoconference, or by teleconference. In-person JCC JSC meetings will be held at locations in the United States U.S. alternately selected by Surface MC2 and by Novartis or at any other location mutually agreed by EPI Health. Each Party will bear the members expense of the JCCits respective JSC members’ participation in JSC meetings. Meetings of the JCC will JSC shall be effective only if at least one (1) JSC representative of each Party is present or participating in such meeting. Each Party will report to the JCC on all material issues relating to the Commercialization of Regional Licensed Products promptly after such issues arise. Each Party will bear the expense of its respective JCC members’ participation in JCC meetings. The JCC chairperson Alliance Managers will be responsible for preparing reasonably detailed written minutes of JCC all JSC meetings that reflect all reflect, without limitation, decisions made and action items identified at such meetings. The JCC chairperson will Alliance Managers shall send draft meeting minutes minutes, including a description of all discussions and decisions, to each member of the JCC JSC for review and approval within [***] after each JCC JSC meeting. Minutes Such minutes will be deemed approved unless [***] one (1) or more members of the JCC JSC object to the accuracy of such minutes within [***] of receipt. Minutes will be officially endorsed by the JCC at the next JCC meeting, and will be signed by the Alliance Managers.

Appears in 1 contract

Samples: Promotion and Collaboration Agreement (Novan, Inc.)

Meetings. The JCC will JRDC shall meet at least once per [***] per Calendar Quarter, unless the Parties mutually agree in writing to a different frequencyfrequency for such meetings. Either Party may also call a special meeting of the JRDC (by videoconference or teleconference) by at least [***] prior written notice to the other Party in the event such Party reasonably believes that a significant matter must be addressed prior to the next regularly scheduled meeting, and such Party shall provide the JRDC, no later than [***] prior to the special meeting, with materials reasonably adequate to enable an informed decision. No later than [***] prior to any meeting of the JCC (or such shorter time period as the Parties may agree)JRDC, the Alliance Managers will chairperson of the JRDC shall prepare and circulate an agenda for such meeting; provided, however, that either Party will be free to may propose additional topics to be included on such agenda, either prior to or in the course of such meeting. Either Party The JRDC may also call a special meeting of the JCC (by videoconference, teleconference or meet in person) , by providing videoconference or by teleconference, provided, however, at least [***] prior written notice shall be in person unless the Parties mutually agree in writing to the other Party if waive such Party reasonably believes that requirement in lieu of a significant matter must be addressed prior to the next scheduled meeting, in which event such Party will work with the chairperson of the JCC to provide the members of the JCC no later than [***] prior to the special meeting with an agenda for the meeting and materials reasonably adequate to enable an informed decision. The JCC may meet in person, by videoconference, videoconference or by teleconference. In-person JCC JRDC meetings will shall be held at locations in the United States alternately selected by Surface Dimension and by Novartis or at any other location mutually agreed by Bayer. Each Party shall bear the members expense of the JCCits respective JRDC members’ participation in JRDC meetings. Meetings of the JCC will JRDC shall be effective only if at least one (1) representative of each Party is present or participating in such meeting. Each Party will report to The chairperson of the JCC on all material issues relating to the Commercialization of Regional Licensed Products promptly after such issues arise. Each Party will bear the expense of its respective JCC members’ participation in JCC meetings. The JCC chairperson will JRDC shall be responsible for preparing reasonably detailed written minutes of JCC all JRDC meetings that reflect reflect, without limitation, all material decisions made and action items identified at such meetings. The JCC JRDC chairperson will shall send draft meeting minutes to each member of the JCC JRDC for review and approval within [***] after each JCC JRDC meeting. Minutes will Such minutes shall be deemed approved unless [***] one or more members of the JCC object JRDC objects to the accuracy of such minutes within [***] of receipt. Minutes will be officially endorsed by the JCC at the next JCC meeting, and will be signed by the Alliance Managers.

Appears in 1 contract

Samples: Collaboration and License Agreement (Ultragenyx Pharmaceutical Inc.)

Meetings. The JCC During the Term, the JSC will meet at least once per [***] unless otherwise agreed to by the Parties mutually agree in writing to a different frequencyJSC. No later than [***] prior to any meeting of the JCC (or such shorter time period as the Parties may agree)JSC, the Alliance Managers will jointly prepare and circulate an agenda for such meeting; provided, however, that either Party will be free to may propose additional topics to be included on such agenda, either prior to or in the course of such meeting. Either Party may also call a special meeting of the JCC JSC (by videoconference, teleconference or in person) by providing at least [***] prior written notice to the other Party if such Party reasonably believes that a significant matter must be addressed prior to the next regularly scheduled meeting, in which event such Party will work with the chairperson Chairperson of the JCC JSC to provide the members of the JCC JSC no later than [***] prior to the special meeting with an agenda for the meeting and materials reasonably adequate to enable an informed decisiondecision on the matters to be considered. The JCC JSC may meet in person, by videoconference, videoconference or by teleconference. Notwithstanding the foregoing, at least [***] will be [***] unless the Parties mutually agree in writing to waive such requirement. In-person JCC JSC meetings will be held at locations in the United States alternately selected mutually agreed upon by Surface Licensor and by Novartis or at any other location mutually agreed by the members of the JCC. Meetings of the JCC will be effective only if at least one (1) representative of each Party is present or participating in such meeting. Each Party will report to the JCC on all material issues relating to the Commercialization of Regional Licensed Products promptly after such issues ariseEQRx. Each Party will bear the expense of its respective JCC JSC members’ participation in JCC JSC meetings. The JCC chairperson Meetings of the JSC will be responsible for preparing reasonably detailed written minutes of JCC meetings that reflect all decisions made and action items identified effective only if at such meetings. The JCC chairperson will send meeting minutes to each member of the JCC for review and approval within least [***] after each JCC JSC meeting. Minutes Such minutes will be deemed approved unless [***] members of the JCC object JSC objects to the accuracy of such minutes within [***] of receipt. Minutes will be officially endorsed by the JCC JSC at the next JCC JSC meeting, and will be signed by the Alliance ManagersChairperson.

Appears in 1 contract

Samples: Exclusive License Agreement (CM Life Sciences III Inc.)

Meetings. The JCC will Unless otherwise agreed between the Parties, the JSC shall meet in person or via teleconference or video link at least once per quarterly until all payments under Section 6.2 have been paid and thereafter at least annually, on such dates and at such times and places as agreed to by the JSC representatives. The first JSC meeting shall be held within [***] days of the Effective Date. The JSC shall be disbanded, on Licensee’s election, upon a Change of Control of Licensor, provided that, if Licensor is performing Licensor Development Activities at such time, the JSC will be disbanded after the completion of such activities unless Licensee instructs Licensor to terminate such activities early, in which case, Licensor, at Licensee’s cost, shall promptly handover responsibility for, sponsorship of (to the Parties mutually agree extent relevant) and the conduct of the same to Licensee (or its nominated Affiliate or Third Party) in writing a smooth, efficient and timely manner. Each Party’s advisors may be permitted to a different frequencyattend meetings of the JSC as the JSC determines as non-voting representatives of such Party, subject to such advisors agreeing to keep confidential the subject matter of, and any Confidential Information disclosed by the other Party at, such meeting. No later than Each Party shall be responsible for its own expenses for participating in the JSC. Meetings of the JSC shall be effective only if at least [***] prior to any meeting of the JCC (each Party is present or such shorter time period as the Parties may agree), the Alliance Managers will prepare and circulate an agenda for such meeting; provided, however, that either Party will be free to propose additional topics to be included on such agenda, either prior to or in the course of such meetingparticipating. Either Party The JSC chairperson may also call a special meeting of the JCC JSC (by videoconference, in person or via teleconference or in personvideo link) by providing at least [***] prior written notice to if the other Party if such Party JSC chairperson reasonably believes that a significant matter must be addressed prior to the next scheduled meeting, in which event such Party will work with the chairperson meeting of the JCC to provide the members of the JCC no later than [***] prior to the special meeting with JSC. The JSC chairperson shall be responsible for (a) preparing and circulating an agenda for the each meeting, and (b) appointing a secretary for such meeting and materials reasonably adequate to enable an informed decision. The JCC may meet in person, by videoconference, or by teleconference. In-person JCC meetings will be held at locations in the United States alternately selected by Surface and by Novartis or at any other location mutually agreed by the members from one of the JCC. Meetings attendees of the JCC will be effective only if at least one (1) representative of each Party is present or participating in such meeting. Each Party will report to the JCC on all material issues relating to the Commercialization of Regional Licensed Products promptly after such issues arise. Each Party will bear the expense of its respective JCC members’ participation in JCC meetings. The JCC chairperson will meeting who shall be responsible for preparing reasonably detailed written the preparation and circulation of minutes of JCC meetings that reflect all decisions made and action items identified at such meetings. The JCC chairperson will send the meeting minutes to each member of the JCC for review and approval within [***] Business Days after each JCC JSC meeting. Minutes will be deemed approved unless [***] members of the JCC object , and endeavoring to the accuracy of finalize such minutes within [***] of receipt. Minutes will be officially endorsed by the JCC at the next JCC days after each JSC meeting, and will be signed by the Alliance Managers.

Appears in 1 contract

Samples: License and Development Agreement (Selecta Biosciences Inc)

Meetings. The Each JCC will meet at least once per [***] times per Calendar Year, together with the applicable Joint Medical Affairs Subcommittee, unless the Parties mutually agree in writing to a different frequency. Each JCC may meet in person, by videoconference, or by teleconference, provided that at least [**] of each JCC per Calendar Year will be in person unless the Parties otherwise mutually agree. In-person JCC meetings will be held at locations in Massachusetts alternately selected by Sage and by Biogen, or at any other location agreed by the members of the respective applicable JCC. Meetings of each JCC will be effective only if a quorum is present, which quorum will require the presence of at least one (1) representative of each Party. Each Party will bear the expense of its respective JCC members’ participation in JCC meetings. No later than [**] prior to the first meeting of the respective applicable JCC in the 2020 stub-Calendar Year and in each Calendar Year thereafter while such JCC exists, the co-chairpersons for such JCC will prepare a communication plan setting forth a schedule of the dates of each meeting for such JCC for that Calendar Year (a “JCC Communication Plan”). No later than [**] prior to any meeting of the respective applicable JCC (or such shorter time period as the Parties may agree), the co-chairpersons of such JCC will work with the Alliance Managers will to prepare and circulate an agenda for such meeting; provided, however, that either Party will be free to propose additional topics to may be included on such agenda, either prior to or in the course meeting, and the Party proposing an item will provide materials to the representatives of such meetingJCC no later than [**] prior to the JCC meeting to support discussion. Either Party A JCC co-chairperson may also call a special meeting of the its JCC (by videoconference, teleconference or in person) by providing at least [***] prior written notice to the other Party if such Party JCC co-chairperson reasonably believes that a significant matter must be addressed prior to the next scheduled meeting, in which event such Party JCC co-chairperson will work with the chairperson of the JCC Alliance Managers to provide the members of such JCC, promptly after the decision is made to hold such special JCC no later than [***] prior to the special meeting meeting, with an agenda for the meeting and materials reasonably adequate to enable an informed decision. The co-chairpersons of their respective applicable JCC may meet in person, by videoconference, or by teleconference. In-person JCC meetings will be held at locations in the United States alternately selected by Surface and by Novartis or at any other location mutually agreed by the members of the JCC. Meetings of the JCC will be effective only if at least one (1) representative of each Party is present or participating in such meeting. Each Party will report to the JCC on all material issues relating to the Commercialization of Regional Licensed Products promptly after such issues arise. Each Party will bear the expense of its respective JCC members’ participation in JCC meetings. The JCC chairperson will be responsible for preparing reasonably detailed written minutes of meetings of such JCC meetings that reflect all decisions made and action items identified at such meetings. The JCC chairperson will send meeting minutes to each member of the JCC for review and approval meetings within [***] after each JCC meeting. Minutes will be deemed approved unless [***] members such meeting of the JCC object such JCC, and endeavor to the accuracy of finalize such minutes within [***] after each meeting of receipt. Minutes will be officially endorsed by the JCC at the next JCC meeting, and will be signed by the Alliance Managerssuch JCC.

Appears in 1 contract

Samples: Collaboration and License Agreement (Sage Therapeutics, Inc.)

Meetings. The Following its inception, the JCC will shall meet at least once one (1) time per [***] Calendar Quarter, spaced at regular intervals unless the Parties mutually agree in writing to a different frequency. No later than [***] prior to any meeting of the JCC (or such shorter time period as the Parties may agree), the Alliance Managers will prepare and circulate an agenda for such meeting; provided, however, that either Party will be free to propose additional topics to be included on such agenda, either prior to or in the course of such meeting. Either Party may also call a special meeting of the JCC (by videoconference, teleconference videoconference or in personteleconference) by providing at least [***] ten (10) Business Days prior written notice to the other Party if in the event such Party reasonably believes that a significant matter must be addressed prior to the next scheduled meeting, in which event and such Party will work with the chairperson of the JCC to shall provide the members of the JCC no later than [***] ten (10) Business Days prior to the special meeting with an agenda for the meeting and materials reasonably adequate to enable an informed decision; provided, however, that where a special meeting is called for on shorter notice with regard to a matter that does not admit delay, such notice and such materials shall be provided as early as possible in advance of such meeting. No later than ten (10) Business Days (or such shorter period as may be necessary in the event of a special meeting called for on shorter notice in accordance with the foregoing) prior to any meeting of the JCC, the secretariats shall jointly prepare and circulate an agenda for such meeting; provided, however, that either Party shall be free to propose additional topics to be included on such agenda, either prior to or, subject to the consent of the other Party, in the course of such meeting. The JCC may meet in person, by videoconference, or by teleconference. In-person JCC meetings will be held at locations in the United States alternately selected and hosted by Surface FibroGen and by Novartis or at any other location mutually agreed by the members of the JCCAstraZeneca. Meetings of the JCC will shall be effective only if at least one (1) representative of each Party is present or participating in such meeting. Each Party will shall report to the JCC on all material issues relating to the Commercialization of Regional Licensed Products promptly after such issues arise. Each The host Party shall be responsible for the costs and expenses of the JCC meeting hosted, provided that each Party will bear the expense of its respective JCC members’ and other attendees’ participation in JCC meetings, including travel costs. The JCC chairperson will be responsible for preparing reasonably detailed written minutes of JCC meetings that reflect all decisions made and action items identified at such meetings. The JCC chairperson will send meeting minutes to each member secretariat of the JCC for review and approval within [***] after each JCC meeting. Minutes will be deemed approved unless [***] members of the JCC object to the accuracy of such minutes within [***] of receipt. Minutes will be officially endorsed by the JCC at the next JCC meeting, and will be signed by the Alliance Managers.host

Appears in 1 contract

Samples: Development and Commercialization Agreement (Fibrogen Inc)

Meetings. The JCC will meet at least once twice per [***] Calendar Year, unless the Parties mutually agree in writing to a different frequency. No later than [***] prior to any meeting of the JCC (or such shorter time period as the Parties may agree), the Alliance Managers will prepare and circulate an agenda for such meeting; provided, however, that either Party will be free to propose additional topics to be included on such agenda, either prior to or in the course of such meeting. Either Party may also call a special meeting of the JCC (by videoconference, teleconference or in person) by providing at least [***] prior written notice to the other Party if such Party reasonably believes that a significant matter must be addressed prior to the next scheduled meeting, in which event such Party will work with the chairperson of the JCC to provide the members of the JCC no later than [***] prior to the special meeting with an agenda for the meeting and materials reasonably adequate to enable an informed decision. The JCC may meet in person, by videoconference, or by teleconference, provided that at least one (1) meeting of the JCC per Calendar Year will be in person. In-person JCC meetings will be held at locations in the United States and in Japan alternately selected by Surface Cxxxxx and by Novartis Licensee, or at any other location mutually agreed by the members of the JCC. Meetings of the JCC will be effective only if at least one (1) representative of each Party is present or participating in such meeting. Each Party will report to the JCC on all material issues relating to the Commercialization of Regional Licensed Products promptly after such issues arise. Each Party will bear the expense of its respective JCC members’ participation in JCC meetings. No later than fifteen (15) days prior to the first meeting of the JCC in the stub-Calendar Year in which it is formed and in each Calendar Year thereafter while the JCC exists, the Alliance Managers will prepare a communication plan setting forth a schedule of the dates of each JCC meeting for that Calendar Year and a proposed agenda for each such meetings (“JCC Communication Plan”). No later than five (5) Business Days prior to any meeting of the JCC (or such shorter time period as the Parties may agree), the Alliance Managers together will prepare and circulate an agenda for such meeting based on the agenda previously included for such meeting in the JCC Communication Plan; provided, however, that either Party will be free to propose additional topics to be included on such agenda, either prior to or in the course of such meeting, and any Party which will be presenting to the JCC at any meeting as part of such agenda will prepare and provide detailed materials to the JCC representatives to support discussion. Either Party may also call a special meeting of the JCC (by videoconference, teleconference or in person) by providing at least ten (10) Business Days prior written notice to the other Party if such Party reasonably believes that a significant matter must be addressed prior to the next scheduled meeting, in which event such Party will work with the Alliance Managers to provide the members of the JCC no later than three (3) Business Days prior to the special meeting with an agenda for the meeting and materials reasonably adequate to enable an informed decision. The JCC chairperson will be responsible for preparing reasonably detailed written minutes of JCC meetings that reflect all decisions made and action items identified at such meetings. The JCC chairperson will send meeting minutes to each member of the JCC for review and approval within [***] ten (10) Business Days after each JCC meeting. Minutes will be deemed approved unless [***] one or more members of the JCC object to the accuracy of such minutes within [***] ten (10) Business Days of receipt. Any material changes proposed to any meeting minutes by either Party’s members of the JCC will be promptly circulated by the JCC chairperson to each member of the JCC for review and approval within ten (10) Business Days of receipt, with such process repeating until the meeting minutes are approved by all JCC members. Minutes will be officially endorsed by the JCC at the next JCC meeting, and will be signed by the Alliance Managers.

Appears in 1 contract

Samples: Confidential Treatment (Corbus Pharmaceuticals Holdings, Inc.)

Meetings. The JCC will meet at least once per [...***] ...], unless the Parties mutually agree in writing to a different frequency. No later than [...***...] prior to any meeting of the JCC (or such shorter time period as the Parties may agree), the Alliance Managers will prepare and circulate an agenda for such meeting; provided, provided however, that either Party will be free to propose additional topics to be included on such agenda, either prior to or in the course of such meeting. Either Party may also call a special meeting of the JCC (by videoconference, teleconference or in person) by providing at least [...***...] prior written notice to the other Party if such Party reasonably believes that a significant matter must be addressed prior to the next scheduled meeting, in which event such Party will work with the chairperson of the JCC to provide the members of the JCC no later than [...***...] prior to the special meeting with an agenda for the meeting and materials reasonably adequate to enable an informed decision. The JCC may meet in person, by videoconference, or by teleconference. In-person JCC meetings will be held at locations in the United States alternately selected by Surface Xencor and by Novartis or at any other location mutually agreed by the members of the JCC. Meetings of the JCC will be effective only if at least one (1) representative of each Party is present or participating in such meeting. Each Party will report to the JCC on all material issues relating to the Commercialization of Regional Licensed Products and Optioned Licensed Products promptly after such issues arise. Each Party will bear the expense of its respective JCC members’ participation in JCC meetings. The JCC chairperson co-chairs will be responsible for preparing reasonably detailed written minutes of JCC meetings that reflect all decisions made and action items identified at such meetings. The JCC chairperson co-chairs will send meeting minutes to each member of the JCC for review and approval within [...***...] -38- ***Confidential Treatment Requested after each JCC meeting. Minutes will be deemed approved unless [***] one or more members of the JCC object to the accuracy of such minutes within [...***...] of receipt. Minutes will be officially endorsed by the JCC at the next JCC meeting, including reflecting any differences noted by the Parties, and will be signed by the Alliance Managers.

Appears in 1 contract

Samples: Collaboration and License Agreement (Xencor Inc)

Meetings. The JCC first meeting of the JSC will meet at least once per be held [***] unless after the Parties Effective Date (or such longer period of time as mutually agree agreed by the Parties) (the “Initial JSC Meeting”). At the Initial JSC Meeting, among other activities, if any, as may be decided by the JSC, the JSC will review, revise as necessary to approve, and determine whether to approve the Initial Research Plan Amendment (as defined below) provided by the JRC (as defined below). The JSC will meet in writing person (alternating between a site designated by each of LogicBio and CANbridge) or by videoconference or teleconference (a) to a different frequency. No later than discuss matters related to the Research Plan until the conclusion of activities under such Research Plan, [**] and (b) thereafter at least [*] prior to any meeting of the JCC (*], or with such shorter time period other frequency as the Parties may agree), the Alliance Managers will prepare and circulate an agenda for such meeting; provided, however, that either Party . Specific meeting dates will be free to propose additional topics to be included on such agendadetermined by agreement of the Parties. Without limiting the foregoing, either prior to or in the course of such meeting. Either Party may also call a special meeting of the JCC JSC (by videoconference, teleconference videoconference or in personteleconference) by providing upon at least [***] prior written notice to the other Party if such Party reasonably believes that a significant matter must be addressed prior to before the next regularly scheduled meetingmeeting of the JSC, in which event case such Party will work with the chairperson of the JCC to provide the members of the JCC no later than [***] prior to the special meeting with an agenda for the meeting and JSC materials reasonably adequate to enable an informed decisiondiscussion by its members no later than [**] before the special meeting. The JCC may meet in person, LogicBio will organize the Initial JSC Meeting by videoconference, videoconference or by teleconference. In-person JCC meetings will be held teleconference at locations in a mutually agreeable time no later than [**] after the United States alternately selected by Surface and by Novartis or at any other location mutually agreed by the members of the JCC. Meetings of the JCC will be effective only if at least one (1) representative of each Party is present or participating in such meetingEffective Date. Each Party will report to the JCC on all material issues be responsible for its own expenses relating to the Commercialization of Regional Licensed Products promptly after such issues arise. Each Party will bear the expense of its respective JCC members’ attendance at or participation in JCC JSC meetings. The JCC chairperson Alliance Managers will be responsible for preparing reasonably detailed written minutes jointly prepare and disseminate agendas and presentations no later than [**] in advance of JCC meetings that reflect all decisions made and action items identified at such meetingseach JSC meeting, unless otherwise agreed to by the Parties in writing. The JCC chairperson Alliance Managers will send jointly prepare and disseminate proposed minutes for the JSC meeting minutes to each member of the JCC for review and approval within [***] after each JCC meetingsuch meeting and will seek to obtain review and approval of such minutes by their respective companies within [**] thereafter. Minutes Such minutes will not be finalized until each representative on the JSC reviews and approves such minutes in writing; provided that any minutes will be deemed approved unless [***] members of a representative on the JCC object JSC objects to the accuracy of such minutes within [***] of receipt. Minutes will be officially endorsed by after the JCC at the next JCC meeting, and will be signed by the Alliance Managerscirculation thereof.

Appears in 1 contract

Samples: Exclusive Research Collaboration, License and Option Agreement (LogicBio Therapeutics, Inc.)

Meetings. The JCC will JSC shall hold its first meeting within thirty (30) days after the Effective Date. The JSC shall meet at least once one (1) time per [***] Calendar Quarter during the Term unless the Parties mutually agree in writing to a different frequency. No later than [***] prior to any meeting of the JCC (or such shorter time period as the Parties may agree), the Alliance Managers will prepare and circulate an agenda frequency for such meeting; provided, however, that either Party will be free to propose additional topics to be included on such agenda, either prior to or in the course of such meetingmeetings. Either Party may also call a special meeting of the JCC JSC (by videoconference, teleconference videoconference or in personteleconference) by providing at least [***] ten (10) Business Days prior written notice to the other Party if in the event such Party reasonably believes that a significant matter must be addressed prior to the next scheduled meeting, in which event and such Party will work with the chairperson of the JCC to shall provide the members of the JCC JSC no later than [***] ten (10) Business Days prior to the special meeting with an agenda for the meeting and materials reasonably adequate to enable an informed decision; provided, however, that where a special meeting is called for on shorter notice with regard to a matter that does not admit delay, such notice and such materials shall be provided as early as possible in advance of such meeting. No later than ten (10) Business Days (or such shorter period as may be necessary in the event of a special meeting called for on shorter notice in accordance with the foregoing) prior to any meeting of the JSC, the secretariats of the JSC shall jointly prepare and circulate an agenda for such meeting. The JCC JSC may meet in person, by videoconference, videoconference or by teleconference. Notwithstanding the foregoing, at least two (2) meetings per Calendar Year shall be in person unless the Parties mutually agree in writing to waive such requirement in lieu of a videoconference or teleconference. In-person JCC JSC meetings will be held at locations in the United States alternately selected and hosted by Surface FibroGen and by Novartis or at any other location mutually agreed by AstraZeneca. The host Party shall be responsible for the members costs and expenses of the JCC. Meetings of the JCC will be effective only if at least one (1) representative of JSC meeting hosted, provided that each Party is present or participating in such meeting. Each Party will report to the JCC on all material issues relating to the Commercialization of Regional Licensed Products promptly after such issues arise. Each Party will bear the expense of its respective JCC JSC members’ and other attendees’ participation in JCC JSC meetings, including travel costs. The JCC chairperson will be responsible for preparing reasonably detailed written minutes of JCC meetings that reflect all decisions made and action items identified at such meetings. The JCC chairperson will send meeting minutes to each member Meetings of the JCC for review and approval within [***] after each JCC meeting. Minutes will JSC shall be deemed approved unless [***] members of the JCC object to the accuracy of such minutes within [***] of receipt. Minutes will be officially endorsed by the JCC effective only if at the next JCC meeting, and will be signed by the Alliance Managers.least one

Appears in 1 contract

Samples: License, Development and Commercialization Agreement

Meetings. The JCC will JSC shall meet at least once per [***] Calendar Quarter during the Term unless the Parties mutually agree in writing to a different frequencyfrequency for such meetings. No later than [***] prior to any The JSC shall hold its first meeting within sixty (60) days of the JCC (or such shorter time period as the Parties may agree), the Alliance Managers will prepare and circulate an agenda for such meeting; provided, however, that either Party will be free to propose additional topics to be included on such agenda, either prior to or in the course of such meetingEffective Date. Either Party may also call a special meeting of the JCC JSC (by videoconference, teleconference videoconference or in personteleconference) by providing at least [***] ten (10) Business Days prior written notice to the other Party if in the event such Party reasonably believes that a significant matter must be addressed prior to the next scheduled meeting, in which event and such Party will work with the chairperson of the JCC to shall provide the members of the JCC JSC no later than [***] five (5) Business Days prior to the special meeting with an agenda for the meeting and materials reasonably adequate to enable an informed decision. No later than ten (10) Business Days prior to any meeting of the JSC, the chairperson of the JSC or a designate shall prepare and circulate an agenda for such meeting; provided, however, that either Party may propose additional topics to be included on such agenda, prior to such meeting. The JCC JSC may meet in person, by videoconference, videoconference or by teleconference. Notwithstanding the foregoing, at least one (1) meeting per Calendar Year shall be in person unless the Parties mutually agree in writing to waive such requirement in lieu of a videoconference or teleconference. In-person JCC JSC meetings will shall be held THE SYMBOL “[***]” DENOTES PLACES WHERE CERTAIN IDENTIFIED INFORMATION HAS BEEN EXCLUDED FROM THE EXHIBIT BECAUSE IT IS BOTH (i) NOT MATERIAL, AND (ii) WOULD LIKELY CAUSE COMPETITIVE HARM TO THE COMPANY IF PUBLICLY DISCLOSED at locations in the United States alternately a mutually agreeable location or alternating each meeting between a location selected by Surface MD Xxxxxxxx and by Novartis or at any other location mutually agreed by Immatics US. Each Party shall bear the members expense of the JCCits respective JSC members’ participation in JSC meetings. Meetings of the JCC will JSC shall be effective only if at least one (1) representative of each Party is present or participating in such meeting. Each Party will report to The chairperson of the JCC on all material issues relating to the Commercialization of Regional Licensed Products promptly after such issues arise. Each Party will bear the expense of its respective JCC members’ participation in JCC meetings. The JCC chairperson will JSC or a designate shall be responsible for preparing reasonably detailed written minutes of JCC all JSC meetings that reflect all reflect, without limitation, material decisions made and action items identified at such meetings. The JCC JSC chairperson will or a designate shall send draft meeting minutes to each member of the JCC JSC for review and approval within [***] twenty (20) days after each JCC JSC meeting. Minutes will Such minutes shall be deemed approved unless [***] one or more members of the JCC JSC object to the accuracy of such minutes within [***] twenty (20) days of receipt. Minutes will be officially endorsed by the JCC at the next JCC meeting, and will be signed by the Alliance Managers.

Appears in 1 contract

Samples: Collaboration & License Agreement (Immatics B.V.)

Meetings. The JCC will shall meet at least once per [****] per Calendar Quarter during the Term (spaced at regular intervals) unless the Parties mutually agree in writing to a different frequency. No later than [***] prior to any meeting of the JCC (or such shorter time period as the Parties may agree), the Alliance Managers will prepare and circulate an agenda frequency for such meeting; provided, however, that either Party will be free to propose additional topics to be included on such agenda, either prior to or in the course of such meetingmeetings. Either Party may also call a special meeting of the JCC (by videoconference, teleconference videoconference or in personteleconference) by providing at least [****] Business Days’ prior written notice to the other Party if in the event such Party reasonably believes that a significant matter must be addressed prior to the next scheduled meetingmeeting of the JCC, in which event and such Party will work with the chairperson of the JCC to shall provide the members of the JCC no later than [****] Business Days prior to the special meeting with materials that such Party reasonably believes in good faith are sufficient to enable the JCC members to make an informed decision; provided that for time sensitive matters, a Party may call a special meeting of the JCC on less than [****] Business Days’ prior written notice if the Parties, as confirmed in writing by the Alliance Managers, agree that an issue warrants an expedited meeting. No later than [****] Business Days prior to any meeting of the JCC, the Alliance Managers (or their respective designees) shall prepare and circulate an agenda for the such meeting and materials reasonably adequate each Party shall be permitted to enable an informed decisionpropose additional topics to be included on such agenda. The JCC may meet in person, by videoconference, videoconference or by teleconference. In-person JCC meetings will be held at locations in the United States alternately selected by Surface Alnylam and by Novartis or at any other location mutually agreed by the members of the JCC. Meetings of the JCC will be effective only if at least one (1) representative of each Party is present or participating in such meeting. Each Party will report to the JCC on all material issues relating to the Commercialization of Regional Licensed Products promptly after such issues ariseRoche. Each Party will bear the expense of its respective JCC members’ participation in JCC meetings. Meetings of the JCC shall be effective only if at least one (1) member of each Party is present or participating in such meeting. The JCC chairperson Alliance Managers (or their respective designees) will be responsible for preparing reasonably detailed the preparation of written minutes of all JCC meetings that reflect all material decisions made and action items identified at such meetings. The JCC chairperson Alliance Managers (or their respective designees) will send deliver draft meeting minutes to each member of the JCC for their review and approval within [****] Business Days after each JCC meeting. Minutes Such minutes will be deemed approved unless [***] one or more members of the JCC object objects in writing to the accuracy of such minutes within [****] of receipt. Minutes will be officially endorsed by the JCC at the next JCC meeting, and will be signed by the Alliance ManagersBusiness Days after receipt thereof.

Appears in 1 contract

Samples: Collaboration and License Agreement (Alnylam Pharmaceuticals, Inc.)

Meetings. The JCC will TSC shall meet at least once per promptly (and in all cases within [***] unless Business Days) to address any disputes referred by the Parties mutually agree JTT pursuant to Section 4.3(e). Either Party may also call a special meeting of the TSC (by videoconference, teleconference, or in writing person) by providing at least […***…] Business Days prior written notice to a different frequencythe other Party. No To the extent practicable, no later than [***] Business Days prior to any meeting of the JCC (or such shorter time period as the Parties may agree)TSC, the Alliance Managers will chairperson of the TSC shall prepare and circulate an agenda for such meeting; provided, however, that either Party will be free to may propose additional topics to be included on such agenda, either prior to or in the course of such meeting. Either Party The Parties may also call a special meeting of mutually agree to additional meetings on shorter or longer notice in the JCC (by videoconference, teleconference or in person) by providing at least [***] prior written notice to the other Party if such Party reasonably believes event that a significant matter must be addressed prior to the next scheduled meeting, in which event such Party will work with the chairperson of the JCC to provide the members of the JCC no later than [***] prior to the special meeting with an agenda for the meeting and materials reasonably adequate to enable an informed decisionmatters arise requiring TSC consideration. The JCC TSC may meet in person, by videoconference, videoconference or by teleconference. In-person JCC meetings Each Party will be held at locations bear the expense of its respective TSC members’ participation in the United States alternately selected by Surface and by Novartis or at any other location mutually agreed by the members of the JCCTSC meetings. Meetings of the JCC will TSC shall be effective only if at least one (1) representative of each Party is present or participating in such meeting. Each Party will report to the JCC on all material issues relating to the Commercialization The Alliance Manager of Regional Licensed Products promptly after such issues arise. Each Party will bear the expense of its respective JCC members’ participation in JCC meetings. The JCC chairperson will […***…] shall be responsible for preparing reasonably detailed written minutes of JCC all TSC meetings that reflect all material decisions made and action items identified at such meetings. The JCC chairperson will Such Alliance Manager shall send draft meeting minutes to each member of the JCC TSC for review and approval within [***] Business Days after each JCC TSC meeting. Minutes Such minutes will be deemed approved unless [***] one or more members of the JCC object TSC objects (whereby an objection by e-mail shall suffice) to the accuracy of such minutes within [***] Business Days of receipt, in which case such Alliance Manager shall amend the draft meeting minutes accordingly and send the revised draft meeting minutes to each member of the TSC for review and approval within […***…] Business Days of receipt of the objection(s). The same review procedures and timelines as set out in the immediately preceding sentence shall apply to such revised draft meeting minutes. Minutes will be officially endorsed by the JCC TSC at the next JCC TSC meeting, and will be signed by the Alliance Managers.

Appears in 1 contract

Samples: Agreement (Galapagos Nv)

Meetings. The JCC will JEC shall meet at least once per [***] Calendar Quarter during the Term unless the Parties mutually agree in writing to a different frequency. No later than [***] Business Days prior to any meeting of the JCC (or such shorter time period as the Parties may agree)JEC, the Alliance Managers will Manager of [***], in collaboration with the chairperson of the JEC, shall prepare and circulate an agenda for such meeting; provided, however, that either Party will be free to may propose additional topics to be included on such agenda, either prior to or in the course of such meeting. Either Party may also call a special meeting of the JCC (by videoconference, teleconference or in person) JEC by providing at least [***] Business Days’ prior written notice to the other Party if such Party reasonably believes that a significant matter must be addressed prior to the next scheduled meeting, in which event such Party will shall work with the chairperson of the JCC JEC and Alliance Managers of each Party to provide the members of the JCC JEC no later than [***] Business Days prior to the special meeting with an agenda for the meeting and materials reasonably adequate to enable an informed decisiondecision on the matters to be considered. The JCC Parties may mutually agree to additional meetings on shorter or longer notice in the event that matters arise requiring JEC consideration. The JEC may meet in in-person, by videoconference, videoconference or by teleconference. Notwithstanding the foregoing, at least one (1) meeting per Calendar Year shall be in-person unless the Parties mutually agree in writing to waive such requirement. In-person JCC JEC meetings will be held at locations in the United States alternately selected by Surface Xxxxx and by Novartis Gilead, with [***] selecting the location of the first in-person JEC meeting, or at any other location mutually agreed by the members of the JCCJEC. Each Party shall bear the cost and expense of its respective JEC members’ participation in JEC meetings. Meetings of the JCC will JEC shall be effective only if at least one (1) JEC representative of each Party (which representative is not such Party’s Alliance Manager) are present or participating in such meeting. Each Party will report to the JCC on all material issues relating to the Commercialization The Alliance Manager of Regional Licensed Products promptly after such issues arise. Each Party will bear the expense of its respective JCC members’ participation in JCC meetings. The JCC chairperson will [***] shall be responsible for preparing reasonably detailed written minutes of JCC all JEC meetings that reflect all material decisions made and action items identified at such meetings. The JCC chairperson will Such Alliance Manager shall send draft meeting minutes to each member of the JCC JEC for review and approval within [***] Business Days after each JCC JEC meeting. Minutes will Such minutes shall be deemed approved unless [***] one (1) or more members of the JCC object JEC objects (whereby an objection by e-mail shall suffice) to the accuracy of such minutes within [***] Business Days of receipt, in which case such Alliance Manager shall amend the draft meeting minutes accordingly and send the revised draft meeting minutes to each member of the JEC for review and approval within [***] Business Days of receipt of the objection(s). Minutes will be officially endorsed by The same review procedures and timelines as set out in the JCC at immediately preceding sentence shall apply to such revised draft meeting minutes. In the next JCC meetingevent that there is such an objection, the JEC shall discuss, and will [***]. Once approved per this clause (c), the minutes shall be promptly signed by the Alliance Managers.

Appears in 1 contract

Samples: Option, License and Collaboration Agreement (Arcus Biosciences, Inc.)

Meetings. The JCC will JDC shall meet at least once twice per [***] Calendar Year during the Term unless the Parties mutually agree in writing to a different frequency. No later than [***] Business Days prior to any meeting of the JCC (or such shorter time period as the Parties may agree)JDC, the Alliance Managers will Manager of the Party whose representative is the chairperson, in collaboration with the chairperson of the JDC, shall prepare and circulate an agenda for such meeting; provided, however, that either Party will be free to may propose additional topics to be included on such agenda, either prior to or in the course of such meeting. Either Party may also call a special meeting of the JCC (by videoconference, teleconference or in person) JDC by providing at least [***] Business Days’ prior written notice to the other Party if such Party reasonably believes that a significant matter must be addressed prior to the next scheduled meeting, in which event such Party will shall work with the chairperson of the JCC JDC and Alliance Managers of each Party to provide the members of the JCC JDC no later than [***] Business Days prior to the special meeting with an agenda for the meeting and materials reasonably adequate to enable an informed decisiondecision on the matters to be considered. The JCC Parties may mutually agree to additional meetings on shorter or longer notice in the event that matters arise requiring JDC attention. The JDC may meet in in-person, by videoconference, videoconference or by teleconference. In-person JCC meetings will be held at locations in the United States alternately selected by Surface and by Novartis or at any other location mutually agreed by the members of the JCC. Meetings of the JCC will JDC shall be effective only if at least one (1) representative of each Party (which representative is not such Party’s Alliance Manager) are present or participating in such meeting. Each The Alliance Manager of the Party will report to whose representative is the JCC on all material issues relating to the Commercialization of Regional Licensed Products promptly after such issues arise. Each Party will bear the expense of its respective JCC members’ participation in JCC meetings. The JCC chairperson will shall be responsible for preparing reasonably detailed written minutes of JCC all JDC meetings that reflect all material decisions made and action items identified at such meetings. The JCC chairperson will Such Alliance Manager shall send draft meeting minutes to each member of the JCC JDC for review and approval within [***] Business Days after each JCC JDC meeting. Minutes will Such minutes shall be deemed approved unless [***] one (1) or more members of the JCC object JDC objects (whereby an objection by e-mail shall suffice) to the accuracy of such minutes within [***] Business Days of receipt, Option, License and Collaboration Agreement in which case such Alliance Manager shall amend the draft meeting minutes accordingly and send the revised draft meeting minutes to each member of the JDC for review and approval within [***] Business Days of receipt of the objection(s). Minutes will be officially endorsed The same review procedures and timelines as set out in the immediately preceding sentence shall apply to such revised draft meeting minutes. If agreed upon by the JCC at JDC, the next JCC meeting, and will minutes shall be promptly signed by the Alliance Managers.

Appears in 1 contract

Samples: Option, License and Collaboration Agreement (Assembly Biosciences, Inc.)

Meetings. The JCC will JSC shall meet at least once twice per [***] Calendar Year during the Term unless the Parties mutually agree in writing to a different frequency. No later than [***] Business Days prior to any meeting of the JCC (or such shorter time period as the Parties may agree)JSC, the Alliance Managers will Manager of the Party whose representative is the chairperson, in collaboration with the chairperson of the JSC, shall prepare and circulate an agenda for such meeting; provided, however, that either Party will be free to may propose additional topics to be included on such agenda, either prior to or in the course of such meeting. Either Party may also call a special meeting of the JCC (by videoconference, teleconference or in person) JSC by providing at least [***] Business Days’ prior written notice to the other Party if such Party reasonably believes that a significant matter must be addressed prior to the next scheduled meeting, in which event such Party will shall work with the chairperson of the JCC JSC and Alliance Managers of each Party to provide the members of the JCC JSC no later than [***] Business Days prior to the special meeting with an agenda for the meeting and materials reasonably adequate to enable an informed decisiondecision on the matters to be considered. The JCC Parties may mutually agree to additional meetings on shorter or longer notice in the event that matters arise requiring JSC consideration. The JSC may meet in in-person, by videoconference, videoconference or by teleconference. In-person JCC meetings will be held at locations in the United States alternately selected by Surface and by Novartis or at any other location mutually agreed by the members of the JCC. Meetings of the JCC will JSC shall be effective only if at least one (1) representative of each Party (which representative is not such Party’s Alliance Manager) are present or participating in such meeting. Each The Alliance Manager of the Party will report to whose representative is the JCC on all material issues relating to the Commercialization of Regional Licensed Products promptly after such issues arise. Each Party will bear the expense of its respective JCC members’ participation in JCC meetings. The JCC chairperson will shall be responsible for preparing reasonably detailed written minutes of JCC all JSC meetings that reflect all material decisions made and action items identified at such meetings. The JCC chairperson will Such Alliance Manager shall send draft meeting minutes to each member of the JCC JSC for review and approval within [***] Business Days after each JCC JSC meeting. Minutes will Such minutes shall be deemed approved unless [***] one (1) or more members of the JCC object JSC objects (whereby an objection by e-mail shall suffice) to the accuracy of such minutes within [***] Business Days of receipt, in which case, such Alliance Manager shall amend the draft meeting minutes accordingly and send the Option, License and Collaboration Agreement revised draft meeting minutes to each member of the JSC for review and approval within [***] Business Days of receipt of the objection(s). Minutes will be officially endorsed The same review procedures and timelines as set out in the immediately preceding sentence shall apply to such revised draft meeting minutes. If agreed upon by the JCC at JSC, the next JCC meeting, and will minutes shall be promptly signed by the Alliance Managers.

Appears in 1 contract

Samples: Option, License and Collaboration Agreement (Assembly Biosciences, Inc.)

Meetings. The JCC will shall meet at least once per [***] calendar quarter during the Term unless the Parties mutually agree in writing to a different frequency. No later than [***] Business Days prior to any meeting of the JCC (or such shorter time period as the Parties may agree)JCC, the Alliance Managers will Manager of the Party whose representative is the chairperson, in collaboration with the chairperson of the JCC, shall prepare and circulate an agenda for such meeting; provided, however, that either Party will shall be free to propose additional topics to be included on such agenda, either prior to or in the course of such meeting. Either Party may also call a special meeting of the JCC (by videoconference, teleconference or in person) by providing at least [***] Business Days prior written notice to the other Party if such Party reasonably believes that a significant matter must be addressed prior to the next scheduled meeting, in which event such Party will shall work with the chairperson of the JCC and Alliance Managers of each Party to provide the members of the JCC no later than [***] Business Days prior to the special meeting with an agenda for the meeting and materials reasonably adequate to enable an informed decisiondecision on the matters to be considered. The Parties may mutually agree to additional meetings on shorter or longer notice in the event that matters arise requiring JCC consideration. The JCC may meet in in-person, by videoconference, videoconference or by teleconference. Notwithstanding the foregoing, at least one (1) meeting per calendar year shall be in-person unless the Parties mutually agree in writing to waive such requirement. In-person JCC meetings will be held at locations in the United States alternately selected by Surface Galapagos and by Novartis Gilead, with […***…] selecting the location of the first in-person JCC meeting, or at any other location mutually agreed by the members of the JCC. Meetings of the JCC will be effective only if at least one (1) representative of each Party is present or participating in such meeting. Each Party will report to the JCC on all material issues relating to the Commercialization of Regional Licensed Products promptly after such issues arise. Each Party will shall bear the cost and expense of its respective JCC members’ participation in JCC meetings. Meetings of the JCC shall be effective only if at least two (2) representatives of each Party (which representatives are not such Party’s Alliance Manager) are present or participating in such meeting. The JCC Alliance Manager of the Party whose representative is the chairperson will shall be responsible for preparing reasonably detailed written minutes of all JCC meetings that reflect all material decisions made and action items identified at such meetings. The JCC chairperson will Such Alliance Manager shall send draft meeting minutes to each member of the JCC for review and approval within [***] Business Days after each JCC meeting. Minutes will Such minutes shall be deemed approved unless [***] one (1) or more members of the JCC object objects (whereby an objection by e-mail shall suffice) to the accuracy of such minutes within [***] Business Days of receipt, in which case such Alliance Manager shall amend the draft meeting minutes accordingly and send the revised draft meeting minutes to each member of the JCC for review and approval within […***…] Business Days of receipt of the objection(s). Minutes will be officially endorsed The same review procedures and timelines as set out in the immediately preceding sentence shall apply to such revised draft meeting minutes. If agreed upon by the JCC at JCC, the next JCC meeting, and will minutes shall be promptly signed by the Alliance Managers.

Appears in 1 contract

Samples: Option, License and Collaboration Agreement (Galapagos Nv)

Meetings. The JCC will meet at least once per JSC shall hold meetings on a [***] basis during the term of this Agreement for so long as the JSC exists, unless the Parties mutually agree in writing to a different frequencyfrequency for such meetings. No later than [***] prior to any Either Party may also call a special meeting of the JCC (or JSC in the event such shorter time period as Party reasonably believes that a significant matter must be addressed prior to the Parties may agree)next regularly scheduled meeting and, reasonably in advance of such special meeting, such Party shall provide the JSC with materials adequate to enable an informed discussion. Reasonably in advance of each JSC meeting, the Alliance Managers will (or their designees), on an alternating basis, shall prepare and circulate an agenda for such meeting; provided, however, provided that either Party will be free to may propose additional topics to be included on such agenda, either prior to or in the course of such meeting. Either Party may also call a special meeting of the JCC (by videoconference, teleconference or in person) by providing at least [***] prior written notice to the other Party if such Party reasonably believes that a significant matter must be addressed prior to the next scheduled meeting, in which event such Party will work with the chairperson of the JCC to provide the members of the JCC no later than [***] prior to the special meeting with an agenda for the meeting and materials reasonably adequate to enable an informed decision. The JCC JSC may meet in person, by videoconference, videoconference or by teleconference. In-person JCC meetings will be held No action taken at locations in the United States alternately selected by Surface and by Novartis or at any other location mutually agreed by the members of the JCC. Meetings of the JCC will a JSC meeting shall be effective only if unless at least one (1) representative of each Party is present or participating in such meeting. Each Party will report to the JCC The Alliance Managers (or their designees), on all material issues relating to the Commercialization of Regional Licensed Products promptly after such issues arise. Each Party will bear the expense of its respective JCC members’ participation in JCC meetings. The JCC chairperson will an alternating basis, shall be responsible for preparing reasonably detailed written minutes of JCC meetings that reflect all decisions made each JSC meeting and action items identified at such meetings. The JCC chairperson will shall send draft meeting minutes to each member representative of the JCC JSC for review and approval within review. The Parties shall agree on meeting minutes promptly, but in any event no later than [***] after each JCC meeting. Minutes will be deemed approved unless [***] members following receipt thereof; provided that, if the Parties cannot agree as to the content of the JCC object to the accuracy of meeting minutes by such timeframe, such minutes within [***] shall be finalized to reflect any areas of receiptdisagreement. Minutes will Each Party may invite, in addition to its JSC representatives, any number of employees (including employees of Affiliates) and, with the prior written consent of the other Party, not to be officially endorsed unreasonably withheld, any number of Third Parties, to attend JSC meetings as non-voting participants, provided that, prior to attending such meetings, such Third Party participants shall be bound by the JCC at the next JCC meeting, written obligations of confidentiality and will be signed by the Alliance Managersnon-use consistent with those contained in this Agreement.

Appears in 1 contract

Samples: Exclusive License and Supply Agreement (Actinium Pharmaceuticals, Inc.)

Meetings. The JCC will JMC shall meet at least once per [***] Calendar Quarter during the Term unless the Parties mutually agree in writing to a different frequency. No later than [***] Business Days prior to any meeting of the JCC (or such shorter time period as the Parties may agree)JMC, the Alliance Managers will Manager of the Party whose representative is the chairperson, in collaboration with the chairperson of the JMC, shall prepare and circulate an agenda for such meeting; provided, however, that either Party will shall be free to propose additional topics to be included on such agenda, either prior to or in the course of such meeting. Either Party may also call a special meeting of the JCC (by videoconference, teleconference or in person) JMC by providing at least [***] Business Days’ prior written notice to the other Party if such Party reasonably believes that a significant matter must be addressed prior to the next scheduled meeting, in which event such Party will shall work with the chairperson of the JCC JMC and Alliance Managers of each Party to provide the members of the JCC JMC no later than [***] Business Days prior to the special meeting with an agenda for the meeting and materials reasonably adequate to enable an informed decisiondecision on the matters to be considered. The JCC Parties may mutually agree to additional meetings on shorter or longer notice in the event that matters arise requiring JMC consideration. The JMC may meet in in-person, by videoconference, videoconference or by teleconference. Notwithstanding the foregoing, at least one (1) meeting per Calendar Year shall be in-person unless the Parties mutually agree in writing to waive such requirement. In-person JCC JMC meetings will be held at locations in the United States alternately selected by Surface Arcus and by Novartis Gilead, with [***] selecting the location of the first in-person JMC meeting, or at any other location mutually agreed by the members of the JCCJMC. Each Party shall bear the cost and expense of its respective JMC members’ participation in JMC meetings. Meetings of the JCC will JMC shall be effective only if at least one (1) representative of each Party (which representative is not such Party’s Alliance Manager) are present or participating in such meeting. Each The Alliance Manager of the Party will report to whose representative is the JCC on all material issues relating to the Commercialization of Regional Licensed Products promptly after such issues arise. Each Party will bear the expense of its respective JCC members’ participation in JCC meetings. The JCC chairperson will shall be responsible for preparing reasonably detailed written minutes of JCC all JMC meetings that reflect all material decisions made and action items identified at such meetings. The JCC chairperson will Such Alliance Manager shall send draft meeting minutes to each member of the JCC JMC for review and approval within [***] Business Days after each JCC JMC meeting. Minutes will Such minutes shall be deemed approved unless [***] one (1) or more members of the JCC object JMC objects (whereby an objection by e-mail shall suffice) to the accuracy of such minutes within [***] Business Days of receipt, in which case such Alliance Manager shall amend the draft meeting minutes accordingly and send the revised draft meeting minutes to each member of the JMC for review and approval within [***] Business Days of receipt of the objection(s). Minutes will be officially endorsed The same review procedures and timelines as set out in the immediately preceding sentence shall apply to such revised draft meeting minutes. If agreed upon by the JCC at JMC, the next JCC meeting, and will minutes shall be promptly signed by the Alliance Managers.

Appears in 1 contract

Samples: Option, License and Collaboration Agreement (Arcus Biosciences, Inc.)

Meetings. The JCC will JMC shall meet at least once [*] per [***] ], spaced at regular intervals unless the Parties mutually agree in writing to a different frequency. Either Party may also call a special meeting of the JMC (by videoconference or teleconference) by at least [*] Business Days prior written notice to the other Party in the event such Party reasonably believes that a significant matter must be addressed prior to the next scheduled meeting, and such Party shall provide the JMC no later than [*] Business Days prior to the special meeting with materials reasonably adequate to enable an informed decision; provided that for time sensitive matters, a Party may call a special meeting of the JMC with less than then [*] Business Days notice if the Parties agree that an issue warrants an expedited meeting. No later than [***] Business Days prior to any meeting of the JCC (or such shorter time period as the Parties may agree)JMC, the Alliance Managers will chairperson of the JMC shall prepare and circulate an agenda for such meeting; provided, however, that either Party will shall be free to propose additional topics to be included on such agenda, either prior to or in the course of such meeting. Either Party may also call a special meeting of the JCC (by videoconference, teleconference or in person) by providing at least [***] prior written notice to the other Party if such Party reasonably believes that a significant matter must be addressed prior to the next scheduled meeting, in which event such Party will work with the chairperson of the JCC to provide the members of the JCC no later than [***] prior to the special meeting with an agenda for the meeting and materials reasonably adequate to enable an informed decision. The JCC JMC may meet in person, by videoconference, or by teleconference. In-person JCC JMC meetings will be held at locations in the United States U.S. alternately selected by Surface Medivation and by Novartis or at any other location mutually agreed by the members of the JCCPartner. Meetings of the JCC will JMC shall be effective only if at least one (1) representative of each Party is present or participating in such meeting. Each Party will shall report to the JCC JMC on all material issues relating to the Commercialization manufacturing of Regional Licensed Products promptly after such issues arise. Each Party will bear the expense of its respective JCC JMC members’ participation in JCC JMC meetings. The JCC chairperson will be responsible for preparing reasonably detailed written minutes of JCC JMC meetings that reflect all decisions made and action items identified at such meetings. The JCC JMC chairperson will shall send meeting minutes to each member of the JCC JMC for review and approval within [***] Business Days after each JCC JMC meeting. Minutes will be deemed approved unless [***] one or more members of the JCC object JMC objects to the accuracy of such minutes within [***] Business Days of receipt. Minutes will be officially endorsed by the JCC at the next JCC meeting[ * ] = CERTAIN CONFIDENTIAL INFORMATION CONTAINED IN THIS DOCUMENT, and will be signed by the Alliance ManagersMARKED BY BRACKETS, HAS BEEN OMITTED AND FILED SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSION PURSUANT TO RULE 24B-2 OF THE SECURITIES EXCHANGE ACT OF 1934, AS AMENDED.

Appears in 1 contract

Samples: Collaboration Agreement (Medivation, Inc.)

Meetings. The JCC will Following its inception, the JDC shall meet at least once one (1) time per [***] Calendar Quarter (or more frequently when necessary), spaced at regular intervals, unless the Parties mutually agree in writing to a different frequency. No later than [***] prior to any meeting of the JCC (or such shorter time period as the Parties may agree), the Alliance Managers will prepare and circulate an agenda for such meeting; provided, however, that either Party will be free to propose additional topics to be included on such agenda, either prior to or in the course of such meeting. Either Party may also call a special meeting of the JCC JDC (by videoconference, teleconference videoconference or in personteleconference) by providing at least [***] ten (10) Business Days prior written notice to the other Party if in the event such Party reasonably believes that a significant matter must be addressed prior to the next scheduled meeting, in which event and such Party will work with the chairperson of the JCC to shall provide the members of the JCC JDC no later than [***] ten (10) Business Days prior to the special meeting with an agenda for the meeting and materials reasonably adequate to enable an informed decision; provided, however, that where a special meeting is called for on shorter notice with regard to a matter that does not admit delay, such notice and such materials shall be provided as early as possible in advance of such meeting. No later than ten (10) Business Days (or such shorter period as may be necessary in the event of a special meeting called for on shorter notice in accordance with the foregoing) prior to any meeting of the JDC, the secretariats shall jointly prepare and circulate an agenda for such meeting; provided, however, that either Party shall be free to propose additional topics to be included on such agenda, either prior to or, subject to the consent of the other Party, in the course of such meeting. The JCC JDC may meet in person, or at the request of either Party, by videoconference, videoconference or by teleconference. In-person JCC JDC meetings will be held at locations alternately selected and hosted by FibroGen and by AstraZeneca. Each Party shall report to the JDC on all material issues relating to the Development of Products for and in the United States alternately selected by Surface Territory at the JDC meeting occurring after such issues arise. The host Party shall be responsible for the costs and by Novartis or at any other location mutually agreed by the members expenses of the JCCJDC meeting hosted, provided that each Party will bear the expense of its respective JDC members’ and other attendees’ participation in JDC meetings, including travel costs. Meetings of the JCC will JDC shall be effective only if at least one (1) representative of each Party is present or participating in such meeting. Each The secretariat of the host Party will report to the JCC on all material issues relating to the Commercialization of Regional Licensed Products promptly after such issues arise. Each Party will bear the expense of its respective JCC members’ participation in JCC meetings. The JCC chairperson will shall be responsible for preparing keeping reasonably detailed written minutes of JCC all JDC meetings that reflect all decisions made and action items identified at such meetings. The JCC chairperson will secretariat of the host Party shall send meeting minutes to the other Party’s secretariat, and each member of the JCC for secretariat shall seek and obtain review and approval of such minutes from its respective Party’s members of the JDC within [***] ten (10) Business Days after each JCC JDC meeting. Minutes will be deemed approved unless [***] one or more members of the JCC object JDC objects to the accuracy of such minutes within [***] ten (10) Business Days of receipt. Minutes will be officially endorsed by the JCC at the next JCC meeting, and will be signed by the Alliance Managers.

Appears in 1 contract

Samples: Development and Commercialization Agreement (Fibrogen Inc)

Meetings. The JCC will JSC shall meet at least once per [***] Calendar Quarter during the Term unless the Parties mutually agree in writing to a different frequency. No later than [***] Business Days prior to any meeting of the JCC (or such shorter time period as the Parties may agree)JSC, the Alliance Managers will Manager of the Party whose representative is the chairperson, in collaboration with the chairperson of the JSC, shall prepare and circulate an agenda for such meeting; provided, however, that either Party will be free to may propose additional topics to be included on such agenda, either prior to or in the course of such meeting. Either Party may also call a special meeting of the JCC (by videoconference, teleconference or in person) JSC by providing at least [***] Business Days’ prior written notice to the other Party if such Party reasonably believes that a significant matter must be addressed prior to the next scheduled meeting, in which event such Party will shall work with the chairperson of the JCC JSC and Alliance Managers of each Party to provide the members of the JCC JSC no later than [***] Business Days prior to the special meeting with an agenda for the meeting and materials reasonably adequate to enable an informed decisiondecision on the matters to be considered. The JCC Parties may mutually agree to additional meetings on shorter or longer notice in the event that matters arise requiring JSC consideration. The JSC may meet in in-person, by videoconference, videoconference or by teleconference. Notwithstanding the foregoing, at least one (1) meeting per Calendar Year shall be in-person unless the Parties mutually agree in writing to waive such requirement. In-person JCC JSC meetings will be held at locations in the United States alternately selected by Surface Arcus and by Novartis Gilead, with [***] selecting the location of the first in-person JSC meeting, or at any other location mutually agreed by the members of the JCCJSC. Each Party shall bear the cost and expense of its respective JSC members’ participation in JSC meetings. Meetings of the JCC will JSC shall be effective only if at least one (1) representative of each Party (which representative is not such Party’s Alliance Manager) are present or participating in such meeting. Each The Alliance Manager of the Party will report to whose representative is the JCC on all material issues relating to the Commercialization of Regional Licensed Products promptly after such issues arise. Each Party will bear the expense of its respective JCC members’ participation in JCC meetings. The JCC chairperson will shall be responsible for preparing reasonably detailed written minutes of JCC all JSC meetings that reflect all material decisions made and action items identified at such meetings. The JCC chairperson will Such Alliance Manager shall send draft meeting minutes to each member of the JCC JSC for review and approval within [***] Business Days after each JCC JSC meeting. Minutes will Such minutes shall be deemed approved unless [***] one (1) or more members of the JCC object JSC objects (whereby an objection by e-mail shall suffice) to the accuracy of such minutes within [***] Business Days of receipt, in which case such Alliance Manager shall amend the draft meeting minutes accordingly and send the revised draft meeting minutes to each member of the JSC for review and approval within [***] Business Days of receipt of the objection(s). Minutes will be officially endorsed The same review procedures and timelines as set out in the immediately preceding sentence shall apply to such revised draft meeting minutes. If agreed upon by the JCC at JSC, the next JCC meeting, and will minutes shall be promptly signed by the Alliance Managers.

Appears in 1 contract

Samples: Option, License and Collaboration Agreement (Arcus Biosciences, Inc.)

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