Decision Making. Decisions of the JSC shall be made by unanimous vote, with each Party’s representatives on the JSC collectively having one vote. No vote of the JSC may be taken unless at least one of each Party’s representatives is present and participating in such vote. The JSC’s decision-making authority shall be limited to those matters expressly delegated to it in this Agreement. The JSC shall use reasonable efforts to resolve any disputes or disagreements concerning the matters within the scope of its authority.
Appears in 3 contracts
Sources: Exclusive License and Supply Agreement (Correvio Pharma Corp.), Exclusive License and Supply Agreement (SteadyMed Ltd.), Exclusive License and Supply Agreement (Cardiome Pharma Corp)
Decision Making. Decisions of the JSC shall be made by unanimous vote, with each Party’s representatives on the JSC collectively having one vote. No vote of the JSC may be taken unless at least one of each Party’s representatives is present and participating in such vote. The JSC’s decision-making authority shall be limited to those matters expressly delegated to it in this Agreement. The JSC shall use reasonable efforts to resolve any disputes or disagreements concerning act by consensus. The representatives from each Party will have, collectively, one (1) vote on behalf of that Party. If the matters within JSC cannot reach consensus on an issue that comes before the scope of its authorityJSC and over which the JSC has oversight, then such matter shall be resolved in accordance with Section 2.7.
Appears in 3 contracts
Sources: Collaboration and License Agreement (Facet Biotech Corp), Collaboration and License Agreement (Trubion Pharmaceuticals, Inc), Collaboration and License Agreement (Trubion Pharmaceuticals, Inc)
Decision Making. Decisions of the JSC shall be made by unanimous vote, with each Party’s representatives on the JSC collectively having one vote. No vote of the JSC may be taken unless at least one of each Party’s representatives is present and participating in such vote. The JSC’s decision-making authority shall be limited to those matters expressly delegated to it in this Agreement. The JSC shall use reasonable efforts to resolve any disputes or disagreements concerning act by consensus. The representatives from each Party will have, collectively, one (1) vote on behalf of that Party. If the matters within JSC cannot reach consensus on an issue that comes before the scope of its authorityJSC and over which the JSC has oversight, then such matter shall be resolved in accordance with Section 2.3.
Appears in 3 contracts
Sources: License and Collaboration Agreement (AC Immune SA), License and Collaboration Agreement (AC Immune SA), License and Collaboration Agreement (AC Immune SA)
Decision Making. Decisions of Subject to Section 3.1(d), the JSC shall be made act by unanimous voteconsensus. The representatives from each Party will have, with each collectively, one (1) vote on behalf of that Party’s representatives on . If the JSC collectively having one vote. No vote of cannot reach consensus on an issue that comes before the JSC may be taken unless at least one of each Party’s representatives is present and participating in such vote. The JSC’s decision-making authority over which the JSC has oversight, then the dispute resolution provisions as provided under Article 15 shall be limited to those matters expressly delegated to it in this Agreement. The JSC shall use reasonable efforts to resolve any disputes or disagreements concerning the matters within the scope of its authorityapply.
Appears in 2 contracts
Sources: Collaboration and License Agreement (Acelrx Pharmaceuticals Inc), Collaboration and License Agreement (Acelrx Pharmaceuticals Inc)
Decision Making. Decisions of the The JSC shall be made will endeavor to reach decisions by unanimous voteconsensus, with each Party’s representatives on , through its representative members of the JSC collectively JSC, having one (1) vote. No vote Approvals of the JSC may be taken unless will require the unanimous agreement of the representatives. If the JSC cannot reach unanimous agreement on an issue that comes before the JSC within [**] of the meeting at least one which such issue was raised and over which the JSC has oversight, then the Parties will refer such issue for resolution in accordance with Section 2.5 (Resolution of each Party’s representatives is present and participating in such vote. The JSC’s decision-making authority shall be limited to those matters expressly delegated to it in this Agreement. The JSC shall use reasonable efforts to resolve any disputes or disagreements concerning the matters within the scope of its authorityCommittee Disputes).
Appears in 2 contracts
Sources: Collaboration and License Agreement (Sage Therapeutics, Inc.), Collaboration and License Agreement (Sage Therapeutics, Inc.)
Decision Making. Decisions The representatives from each Party on the JSC shall have, collectively, one (1) vote on behalf of that Party, and, subject to Section 3.7(c)(vii), all decisions shall be made by consensus. Disputes at the JSC shall be made by unanimous vote, handled in accordance with each Party’s representatives on the JSC collectively having one vote. No vote of the JSC may be taken unless at least one of each Party’s representatives is present and participating in such vote. The JSC’s decision-making authority shall be limited to those matters expressly delegated to it in this Agreement. The JSC shall use reasonable efforts to resolve any disputes or disagreements concerning the matters within the scope of its authoritySection 1.5.
Appears in 2 contracts
Sources: Option, License and Collaboration Agreement (Gilead Sciences Inc), Option, License and Collaboration Agreement (Galapagos Nv)
Decision Making. Decisions of the JSC shall be made by unanimous vote, with The representatives from each Party’s representatives Party on the JSC collectively having will have, collectively, one vote. No (1) vote on behalf of the JSC may be taken unless at least one of each that Party’s representatives is present , and participating in such vote. The JSC’s all decision-making authority shall will be limited to those matters expressly delegated to it by consensus. Disputes at the JSC will be handled in this Agreement. The JSC shall use reasonable efforts to resolve any disputes or disagreements concerning the matters within the scope of its authorityaccordance with Section 4.3.
Appears in 1 contract
Sources: Collaboration, Option and License Agreement (Exicure, Inc.)
Decision Making. Decisions of the The JSC shall be made act by unanimous vote, with each Party’s representatives on the JSC collectively having one vote. No vote of the JSC may be taken unless at least one of each Party’s representatives is present and participating in such voteconsensus. The JSC’s decision-making authority shall be limited to those matters expressly delegated to it in this Agreementrepresentatives from each Party will have, collectively, one (1) vote on behalf of that Party. The JSC shall use reasonable efforts to resolve seek consensus in its actions and decision-making process. If the JSC is unable to reach consensus on any disputes or disagreements concerning issue for which it is responsible within twenty (20) days after first considering such issue, then either Party shall have the matters within right to escalate the scope issue to the Senior Executives of its authority.each Party for discussion and resolution by good faith negotiations during a period of ten (10)
Appears in 1 contract
Sources: Exclusive License Agreement (Skye Bioscience, Inc.)
Decision Making. Decisions The representatives from each Party on the JSC shall have, collectively, one (1) vote on behalf of that Party, and, subject to Section 4.7(c)(vi), all decisions shall be made by consensus. Disputes at the JSC shall be made by unanimous vote, handled in accordance with each Party’s representatives on the JSC collectively having one vote. No vote of the JSC may be taken unless at least one of each Party’s representatives is present and participating in such vote. The JSC’s decision-making authority shall be limited to those matters expressly delegated to it in this Agreement. The JSC shall use reasonable efforts to resolve any disputes or disagreements concerning the matters within the scope of its authoritySection 2.5.
Appears in 1 contract
Sources: Option, License and Collaboration Agreement (Arcus Biosciences, Inc.)
Decision Making. Decisions The representatives from each Party will have, collectively, one (1) vote on behalf of that Party. If the JSC cannot reach unanimous agreement on an issue that comes before the JSC within [***] Business Days of the JSC shall be made by unanimous vote, with each Party’s representatives on meeting where such issue was raised and over which the JSC collectively having one vote. No vote of has oversight, the JSC may be taken unless at least one of each Party’s representatives is present and participating Parties will refer such issue for resolution in such vote. The JSC’s decision-making authority shall be limited to those matters expressly delegated to it in this Agreement. The JSC shall use reasonable efforts to resolve any disputes or disagreements concerning the matters within the scope of its authorityaccordance with Section 2.3.
Appears in 1 contract
Sources: Collaboration and License Agreement (aTYR PHARMA INC)
Decision Making. Decisions of the JSC shall be made by unanimous vote, with The representatives from each Party’s representatives Party on the JSC collectively having will have, collectively, one vote(1) vote on behalf of that Party, and all decision making will be by consensus. No vote of If the JSC may is unable to reach consensus on any issue or matter for which it is responsible, it will be taken unless at least one of each Partyescalated to Company’s representatives is present and participating in such vote. The JSC’s chief executive officer for decision-making authority shall be limited to those matters expressly delegated to it in this Agreement. The JSC shall use reasonable efforts to resolve any disputes or disagreements concerning the matters within the scope of its authority.
Appears in 1 contract
Sources: Collaboration and License Agreement (BridgeBio Pharma LLC)
Decision Making. Decisions within the scope of the JSC JSC’s authority shall be made by unanimous vote, with each Party’s representatives on the JSC collectively having one vote. No The presence of at least one of each Party’s JSC representatives constitutes a quorum for the conduct of business at any JSC meeting, and no vote of the JSC may be taken unless at least one of each Party’s representatives without a quorum present. If the JSC is present and participating in such vote. The JSC’s decision-making authority shall be limited unable to those matters expressly delegated to it in this Agreement. The JSC shall use reasonable efforts to decide or resolve unanimously any disputes or disagreements concerning the matters matter within the 32 scope of its authorityauthority and responsibilities, then such matter shall be resolved in accordance with Section 3.1(f).
Appears in 1 contract
Sources: Exclusive License and Collaboration Agreement (Cidara Therapeutics, Inc.)
Decision Making. Decisions of the JSC shall be made by unanimous vote, with each Party’s representatives on the JSC collectively having one vote. No vote of the JSC may be taken unless at least one of each Party’s representatives is present and participating in such vote. The JSC’s decision-making authority shall be limited to those matters expressly delegated to it in this Agreement. The JSC shall use reasonable efforts act by consensus. The representatives from each Party will have, collectively, one (1) vote on behalf of that Party. If the JSC cannot reach consensus on an issue that comes before the JSC and over which the JSC has oversight, then such matter shall be resolved in accordance with Section 2.7. [ * ] = Certain confidential information contained in this document, marked by brackets, has been omitted and filed separately with the Securities and Exchange Commission pursuant to resolve any disputes or disagreements concerning Rule 24b-2 of the matters within the scope Securities Exchange Act of its authority1934, as amended.
Appears in 1 contract
Sources: Collaboration and License Agreement (Facet Biotech Corp)
Decision Making. Decisions The representatives from each Party will have, collectively, one (1) vote on behalf of that Party. Approvals of the JSC shall be made by require the unanimous vote, with each Party’s representatives on agreement of the representatives. If the JSC collectively having one vote. No vote cannot reach unanimous agreement on an issue that comes before the JSC within [***] ([***]) days of the meeting where such issue was raised and over which the JSC may be taken unless at least one of each Party’s representatives is present and participating has oversight, the Parties will refer such issue for resolution in such vote. The JSC’s decision-making authority shall be limited to those matters expressly delegated to it in this Agreement. The JSC shall use reasonable efforts to resolve any disputes or disagreements concerning the matters within the scope of its authorityaccordance with Section 2.3.
Appears in 1 contract
Sources: Option and Collaboration Agreement (Social Capital Suvretta Holdings Corp. I)
Decision Making. Decisions The JSC shall each operate by consensus. With respect to decisions of the JSC, the representatives of each Party shall have collectively one vote on behalf of such Party. Should the members of the JSC maintain a disagreement with respect to a matter initially arising within the JSC, such matter shall be made by unanimous vote, with each Party’s representatives on the JSC collectively having one vote. No vote of the JSC may be taken unless at least one of each Party’s representatives is present and participating in such vote. The JSC’s decision-making authority shall be limited to those matters expressly delegated to it in this Agreement. The JSC shall use reasonable efforts to resolve any disputes or disagreements concerning the matters within the scope of its authorityresolved as follow.
Appears in 1 contract
Sources: Collaboration and License Agreement (Apollomics Inc.)
Decision Making. Decisions The representatives from each Party on the JSC shall have, collectively, one (1) vote on behalf of that Party, and all decisions shall be made by consensus. Disputes at the JSC shall be made by unanimous vote, handled in accordance with each Party’s representatives on the JSC collectively having one vote. No vote of the JSC may be taken unless at least one of each Party’s representatives is present and participating in such vote. The JSC’s decision-making authority shall be limited to those matters expressly delegated to it in this Agreement. The JSC shall use reasonable efforts to resolve any disputes or disagreements concerning the matters within the scope of its authoritySection 2.4(b).
Appears in 1 contract
Sources: Option, License and Collaboration Agreement (Assembly Biosciences, Inc.)
Decision Making. Decisions of the The JSC shall be made act by unanimous voteconsensus, with each Party having, collectively, one (1) vote on behalf of such Party’s representatives on . If the JSC collectively having one vote. No vote of the JSC may be taken unless at least one of each Party’s representatives is present and participating in such vote. The JSC’s decision-making authority shall be limited fails to those matters expressly delegated reach unanimous agreement on a matter presented to it for a vote for a period in this Agreement. The JSC shall use reasonable efforts to resolve any disputes or disagreements concerning the matters within the scope excess of its authority[*], then [*].
Appears in 1 contract
Sources: Exclusive License Agreement (Lyell Immunopharma, Inc.)