A development committee (the. Committee") shall be organized to monitor the clinical development of the Licensed Products in the Territory and the European Union. The Committee will consist of independent scientific and technical thought leaders that are highly regarded by the scientific community in the field of each Licensed Product and at least one representative from each of Licensor and the Licensee. The Licensor and the Licensee will have equal membership on the Committee and all members of the Committee must be agreed upon in writing by Licensor and Licensee. The Licensee will have the tie-breaking vote with respect to matters regarding the Territory, including the approval of the Licensee Clinical Development Plan and related budget, subject to reasonably considering the Licensor's reasonable perspective; Licensor will have the tie-breaking vote with respect to matters relating to the Licensor Clinical Development Plan and its related budget, subject to reasonably considering the Licensee's reasonable perspective.