Common use of Decision Making Clause in Contracts

Decision Making. The JDC shall act by consensus. The representatives from each Party will have, collectively, one (1) vote on behalf of that Party. If the JDC cannot reach consensus on an issue that comes before the JDC and over which the JDC has oversight, then the Parties shall refer such matter to the JSC for resolution in accordance with Sections 2.2(e) and 2.6(b).

Appears in 4 contracts

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

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Decision Making. The Subject to the remainder of this Section 2.4.4 and Section 2.6, the JDC shall will act by consensusunanimous agreement. The representatives from each Party will have, collectively, one (1) vote [***] on behalf of that Party. If the JDC cannot reach consensus unanimous agreement on an issue that comes before the JDC within [***] of the meeting such issue was raised and over which the JDC has oversight, then the Parties shall will refer such matter to the JSC for resolution in accordance with Sections 2.2(e) and 2.6(b)Section 2.6.

Appears in 4 contracts

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

Decision Making. The JDC shall act by consensus. The representatives from each Party will have, collectively, one (1) vote on behalf of that Party. If the JDC cannot reach consensus on an issue that comes before the JDC and over which the JDC has oversight, then the Parties shall refer such matter to the JSC for resolution shall be resolved in accordance with Sections 2.2(e) and 2.6(b)Section 2.7.

Appears in 4 contracts

Samples: Collaboration and License Agreement (Trubion Pharmaceuticals, Inc), Collaboration and License Agreement (Trubion Pharmaceuticals, Inc), Collaboration and License Agreement (Facet Biotech Corp)

Decision Making. The JDC shall act will endeavor to reach decisions by consensus. The representatives from , with each Party will haveParty, collectivelythrough its representative members of the JSC, having one (1) vote on behalf vote. Approvals of that Partyeach respective applicable JDC matter will require the unanimous agreement of the representatives. If the a JDC cannot reach consensus unanimous agreement on an a matter issue that comes before it within [**] of the JDC meeting at which such issue was raised and over which the such JDC has oversight, then the Parties shall will refer such matter issue for resolution to the JSC for resolution in accordance with Sections 2.2(e) and 2.6(b)JSC.

Appears in 2 contracts

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

Decision Making. The JDC shall act will operate by consensus. The representatives from each Party will have, collectively, have collectively one (1) vote on behalf of that Party. If the members of the JDC cannot reach consensus on an issue that comes before a matter, the JDC and over which the JDC has oversight, then the Parties shall refer such matter will be referred to the JSC for resolution as provided in accordance with Sections 2.2(e) Section 3.6, and 2.6(b)a special meeting of the JSC may be called for such purpose.

Appears in 1 contract

Samples: License and Collaboration Agreement (Nuvelo Inc)

Decision Making. The Subject to Section 2.6, the JDC shall act by consensusconsensus (or by unanimous written consent). The representatives from each Party will shall have, collectively, one (1) vote on behalf of that Party. If the JDC cannot reach consensus on an issue that comes before the JDC within [***] of the meeting such issue was raised and over which the JDC has oversight, then the Parties shall refer such matter to the JSC for resolution in accordance with Sections 2.2(e) and 2.6(b)2.6.

Appears in 1 contract

Samples: Collaboration Agreement (Blueprint Medicines Corp)

Decision Making. The Subject to Section 2.7, the JDC shall act by consensusconsensus (or by unanimous written consent). The representatives from each Party will shall have, collectively, one (1) vote on behalf of that Party. If the JDC cannot reach consensus on an issue that comes before the JDC within [**] of such issue being raised to the JDC and over which the JDC has oversightoversight or within [**] if either Party notifies the other Party that such issue needs immediate attention (a “Time Critical Matter”), then the Parties shall refer such matter to the JSC for resolution in accordance with Sections 2.2(e) and 2.6(b)2.7.

Appears in 1 contract

Samples: Collaboration Agreement (Arvinas, Inc.)

Decision Making. The Subject to the remainder of this Section 2.2(d) and Section 2.4, the JDC shall act by consensus. The representatives from each Party will have, collectively, one (1) vote on behalf of that Party. If the JDC cannot reach consensus on an issue that comes before the JDC within […***…] days of the meeting such issue was raised and over which the JDC has oversight, then the Parties shall either Party may refer such matter to the JSC for resolution in accordance with Sections 2.2(e2.1(e) and 2.6(b)2.4.

Appears in 1 contract

Samples: License and Collaboration Agreement (Galapagos Nv)

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Decision Making. The Subject to the remainder of this Section 2.3(d) and Section 2.7, the JDC shall act by consensus. The representatives from each Party will have, collectively, one (1) vote on behalf of that Party. If the JDC cannot reach consensus on an issue that comes before the JDC and over which the JDC has oversight, then the Parties shall refer such matter to the JSC for resolution shall be resolved in accordance with Sections 2.2(e) and 2.6(bSection 2.7(a).

Appears in 1 contract

Samples: Collaboration Agreement (Medivation, Inc.)

Decision Making. The Subject to the remainder of this Section 2.3(d) and Section 2.7, the JDC shall act by consensus. The representatives from each Party will have, collectively, one (1) vote on behalf of that Party. If the JDC cannot reach consensus on an issue that comes before the JDC and over which the JDC has oversight, then the Parties shall refer such matter to the JSC for resolution in accordance with Sections 2.2(e) and 2.6(b)2.7.

Appears in 1 contract

Samples: Collaboration Agreement (Medivation, Inc.)

Decision Making. The At all times, the representatives of each Party on the JDC shall act take into consideration the view of the representatives of the other Party regarding the matters under consideration by consensusthe JDC, and the objective of the JDC shall be to reach agreement by consensus on matters after reasonable and open discussion. The representatives from Each Party, but not each Party will haverepresentative of a Party, collectively, shall have one (1) vote on behalf of all matters coming before the JDC. In the event that Party. If the JDC cannot reach consensus agreement on an issue that comes before the JDC and over which the JDC has oversighta matter by consensus, then the Parties shall refer such matter to the JSC for resolution in accordance with Sections 2.2(e) and 2.6(b)[†].

Appears in 1 contract

Samples: License Agreement (Xenon Pharmaceuticals Inc.)

Decision Making. The Subject to the remainder of this Section 2.2(d) and Section 2.4, the JDC shall act by consensusconsensus on matters within its jurisdiction. The representatives from each Party will on the JDC shall have, collectively, one (1) vote on behalf of that Party. If the JDC cannot reach consensus on an issue that comes before the JDC and over which it has decision-making authority within thirty (30) days after the JDC has oversightfirst meeting in which such issue was raised, then the Parties shall either Party may refer such matter to the JSC for resolution in accordance with Sections 2.2(e2.1(d) and 2.6(b)2.4.

Appears in 1 contract

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

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