Joint Management Committee. Leitch and Path 1 shall form a management committee (the "Committee") composed of two or more senior representatives of Leitch and two or more senior representatives of Path 1 who shall, from time to time, meet to review and discuss matters related to this Agreement. The number of representatives of Leitch and Path 1 on the Committee shall at all times be equal. The Committee in its discretion may invite the participation of the Contacts or others in its deliberations. The Committee shall have the right to implement the Agreement and make decisions of an interpretive nature (including without limitation decisions regarding issues to be put before the Committee as set forth herein), but the Committee shall not have the authority or right to either amend or revise this Agreement, or to waive any obligations, duties or responsibilities of either Party under this Agreement. Each Party shall pay its own costs associated with its respective Committee representatives.
Joint Management Committee a) Formation and Membership. Promptly after the Effective Date, Alexion and XOMA will each appoint three (3) representatives to the Joint Management Committee. The JMC will meet quarterly or as otherwise mutually agreed. The JMC will assure that agendas and minutes are prepared for each of its meetings. All actions taken and decisions made by the JMC shall be by unanimous agreement. A Party may change any of its appointments to the JMC at any time upon giving written notice to the other Party. The JMC does not itself have the authority to amend this Agreement in any manner that would require the separate approval of authorized officers of the respective Parties. (b) Development Committee. The Joint Management Committee will establish a development and commercialization committee (the "Development Committee") to oversee the pre-clinical and clinical Development and Commercialization of Products in the Field, and, if XOMA elects to Co-Promote such Product as provided in Section 4.1 below, Co-Promotion of Products in the Field. Decisions of the Development Committee will be by unanimous agreement; provided, however, that subject to the terms of this Agreement it is agreed that (x) Alexion shall have primary responsibility for clinical development; (y) XOMA shall have primary responsibility for the development of clinical and commercial-scale manufacturing processes and shall have primary responsibility for and control the preparation of chemistry and manufacturing controls documentation and/or submission of any drug master file relating to a Product manufactured by XOMA; and (z) Alexion shall have primary responsibility for pre-launch and other Commercialization activities. Should the members of the Development Committee fail to agree on any matter for which unanimous agreement has been sought and Alexion or XOMA requests a resolution, the matter shall be referred to the JMC for resolution in accordance with Article 12. (c) JMC Responsibilities. The JMC shall be responsible for:
Joint Management Committee. As soon as practicable after the Effective Date, BMS and Lexicon shall establish a Joint Management Committee (the "Joint Management Committee") comprised of [**] representatives designated by BMS and [**] representatives designated by Lexicon, each of whom shall have experience and seniority sufficient to enable him or her to make decisions on behalf of the party he or she represents; provided that BMS and Lexicon may, by mutual agreement, designate an appropriate number of additional representatives from time to time.
Joint Management Committee. Genworth and GE shall use their commercially reasonable efforts (i) to promptly negotiate in good faith the terms of a letter agreement addressing the matters described in Exhibit KK hereto, (ii) following negotiation of such letter agreement, to seek and obtain all regulatory approvals necessary to allow the parties to the Reinsurance Agreements to enter into such letter agreement and (iii) to cause such subsidiaries to enter into such letter agreement following receipt of all required regulatory approvals.
Joint Management Committee. Promptly after the Effective Date, the Parties shall form a Joint Management Committee ("JMC") which shall consist of two (2) representatives of each Party with expertise in such disciplines as clinical, regulatory affairs, manufacturing or marketing. One of the Fujisawa representatives shall serve as the chairperson of the JMC. All decisions of the JMC shall be made by a majority vote of the representatives on the JMC; provided, that Fujisawa shall cast the decisive tie-breaking vote in the event that the JMC is unable to come to a decision on any matter, subject to Section 3.5(c). Either Party may bring additional non-voting representatives to the meetings of the JMC so long as such Party provides prior notice at the time Fujisawa is required to provide an agenda under this Section 3.3 to the other Party that it intends to bring such representatives. The JMC shall meet regularly (but in no event less than three times per year) at such times and at such locations as shall be mutually agreed by the Parties. The JMC shall review development activities of DTI and Fujisawa in accordance with the Development Plan including, but not limited to, the choice of contract research organization, consultants, Third Party contract manufacturers and assignment of development activities, the development of new formulations and other product changes, and communication with FDA and other Third Parties. At least 10 business days prior to each regularly scheduled meeting of the JMC, Fujisawa and DTI shall provide a written status report to the JMC concerning its progress with respect to the Development Plan and Fujisawa shall provide an agenda for the upcoming meeting. Promptly after each meeting of the JMC, the chairperson shall provide minutes of such meeting.
Joint Management Committee. The Parties shall establish a Joint Management Committee (the "JMC") to oversee the development and commercialization program for Licensed Product for the Primary Indication and the Secondary Indication, and to facilitate the exchange of information between the Parties. The JMC will generally serve in an advisory capacity with respect to the development and commercialization activities to be performed by SPL under this Agreement, with SPL retaining final decision making authority with respect to all such matters.
Joint Management Committee. Within 30 days following the date of this Agreement, the parties shall form a standing joint management committee (the "Joint Management Committee") which shall (i) manage the Alliance, (ii) generally oversee the performance of the parties under this Agreement; (iii) plan, schedule and coordinate Joint Alliance Programs, (iv) provide continuity for making strategic decisions relating to the Alliance and this Agreement, and (v) to develop appropriate operating procedures for the Alliance and Affiance Programs. The Joint Management Committee shall be comprised of four members, two of whom shall be appointed by Quintiles and two of whom shall be appointed by Variagenics. The Joint Management Committee shall meet at least quarterly (or less frequently by agreement of its members). The party which appointed a member of the Joint Management Committee may (or shall, in the event of a vacancy) appoint a replacement for such member at any time, in such party's sole discretion, effective upon written notice to the other party.