Common use of Formation; Composition Clause in Contracts

Formation; Composition. Within [*****] days following the Effective Date, the Parties will establish a joint steering committee (the “Joint Steering Committee” or “JSC”) comprised of two (2) representatives from each Party (or appointed representatives of an Affiliate of such Party) with sufficient seniority within the applicable Party to make decisions arising within the scope of the JSC’s responsibilities and each Party will appoint one of its representatives to the JSC as such Party’s “Work Plan Leader”. The Parties’ initial representatives to the JSC, and Work Plan Leaders, are set forth on Attachment F hereto. The JSC may change its size from time to time by mutual consent of its members; provided that the JSC will consist at all times of an equal number of representatives of each of CureVac and CRISPR. Each Party may replace any or all of its JSC representatives at any time upon written notice to the other Party. The JSC may invite non-members to participate in the discussions and meetings of the JSC; provided that such participants (i) will have no voting authority at the JSC and (ii) are bound under written obligations of confidentiality no less protective of the other Party’s Confidential Information than those set forth in this Agreement. Each meeting of the JSC will be co-chaired by a representative of each Party. The role of the chairpersons will be to convene and preside at meetings of the JSC. The chairpersons will have no additional powers or rights beyond those held by the other JSC representatives. Each Party’s Work Plan Leader will be the primary point of contact for the other Party on all matters relating to the activities of the Work Plan.

Formation; Composition. Within [*****] thirty (30) days following of the Effective Date, the Parties will establish a joint steering committee (the “Joint Steering Committee” or “JSC”) comprised of two one (21) representatives representative from each Party (or appointed representatives of an any Affiliate of such Party) with sufficient seniority within engineering and management experience and expertise to meaningfully contribute to discussions regarding the applicable Party to make decisions arising within the scope Development Plan(s). Each such representative will facilitate meetings of the JSC’s responsibilities JSC and each Party will appoint one be the first point of its representatives contact between the Parties with regard to questions relating to this Agreement or the JSC as such Party’s “Work Plan Leader”. The overall business relationship and related matters between the Parties’ initial representatives to the JSC, and Work Plan Leaders, are set forth on Attachment F hereto. The JSC may change its size from time to time-to-time by mutual consent of its members; , provided that the JSC will consist at all times of an equal number of representatives of each of CureVac and CRISPRParty. Each Party may replace any or all of its JSC representatives at any time upon written notice to the other Party. The Upon the prior approval of the representative(s) of the other member of the JSC in each instance, any member of the JSC may invite non-members to participate in the discussions and meetings of the JSC; JSC provided that any such participants (i) will have no voting authority at the JSC and (ii) non-members are bound under written by confidentiality obligations of confidentiality no less at least as protective of the other Party’s Confidential Information than those set forth Parties as the provisions in this AgreementArticle 4. Each meeting of the JSC will be co-chaired by a representative of each Party. The role of the chairpersons will be to convene and preside at meetings of the JSC. The chairpersons will have no additional powers or rights beyond those held by the other relative to any later-appointed JSC representativesmembers. Each Party’s Work Plan Leader The chairpersons will be the primary point alternate (i) preparing and circulating agendas; and (ii) ensuring preparation of contact for the other Party on all matters relating minutes, in each case subject to the activities approval of the Work Planchairperson who did not prepare such agenda or minutes.