Common use of JSC Decisions Clause in Contracts

JSC Decisions. All decisions of the JSC shall be made in good faith in the interest of furthering the purposes of this Agreement and the JSC members shall use their reasonable efforts to make decisions unanimously. If the JSC is unable to reach a unanimous decision at any meeting the Parties shall attempt to reach such unanimous decision over the next [***]. If a unanimous decision is not reached within such [***], either of the co-chairs of the JSC may refer the disagreement to a meeting between senior executives of BTO and ▇▇▇▇▇▇▇ designated for this purpose and who have the authority to resolve the dispute on behalf of the Party they represent, which meeting shall take place as soon as practicable, but in no event later than [***] after the date of the relevant referral. If the senior executives cannot resolve such disagreement over such matter in a mutually acceptable manner within [***] after such meeting (or if the matter is not referred to a senior executive meeting), then the JSC shall be deemed not to have made any decision regarding the applicable matter, except as may be otherwise set forth in this Agreement; provided, that either Party may submit the matter to be decided in accordance with Section 14.17. During any dispute resolution under this Section 7.3, the Parties shall continue their efforts as regards Development or Commercialization activities under the Development Plan or Commercialization Plan, if any, not related to the relevant dispute.

Appears in 2 contracts

Sources: Development and Commercialization Agreement (BillionToOne, Inc.), Development and Commercialization Agreement (BillionToOne, Inc.)