Common use of Meetings and Minutes Clause in Contracts

Meetings and Minutes. The JSC shall meet at least once every Calendar Quarter during the Research Term in accordance with a schedule established by mutual written agreement of the Parties, but no less frequently than twice each Calendar Year in person unless the Parties otherwise agree; meeting frequency will be once every *** (***) months after the Research Term and during the Term, with ***. The location for such in-person meetings will alternate between KineMed’s and GSK’s facilities in the United States, or such other location as may be determined by the JSC and agreed to by KineMed. For its other meetings the JSC may use teleconference, Internet conference, videoconference or other similar communications equipment. Each Party shall bear its own travel and lodging expenses related to participation in and attendance at such meetings by its JSC representatives. The Alliance Managers of each Party shall be responsible for preparing and circulating minutes of each JSC meeting on a rotating basis within *** (***) days after such meeting setting forth, inter alia, a brief summary of the discussions at the meeting and a list of any actions, decisions, or determinations approved by the JSC and a list of any issues to be resolved by the Senior Management pursuant to Section 3.1.5. Such minutes shall be effective only after written approval of such minutes by both Parties. With the sole exception of specific items of the meeting minutes to which the members cannot agree and which are escalated to the Senior Management as provided in Section 3.1.5 below, definitive minutes of all JSC meetings shall be finalized no later than *** (***) days after the meeting to which the minutes pertain occurred. If, at any time during the preparation and finalization of the JSC minutes, the Parties do not agree on any issue with respect to the minutes, such issue shall be resolved by the escalation process set forth in Section 3.1.5. The decision resulting from the escalation process shall be recorded by the Alliance Manager in amended finalized minutes for such meeting. *** INDICATES MATERIAL THAT WAS OMITTED AND FOR WHICH CONFIDENTIAL TREATMENT WAS REQUESTED. ALL SUCH OMITTED MATERIAL WAS FILED SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSION PURSUANT TO RULE 406 PROMULGATED UNDER THE SECURITIES ACT OF 1933, AS AMENDED. EXECUTION COPY Confidential

Meetings and Minutes. The JSC shall meet at least once *** every Calendar Quarter *** during the Research Term JSC Oversight Period in accordance with a schedule established by mutual written agreement of the Parties, but no less frequently than twice *** each Calendar Year *** during the JSC Oversight Period in person unless the Parties otherwise agree; meeting frequency will be once every *** (***) months after the Research Term and during the Term, with ***. The the location for such location for such in-person meetings will alternate alternating between KineMedFivePrime’s and GSK’s facilities in the United States, or such other location as may be determined by the JSC and agreed to by KineMedJSC. For its other meetings Alternatively, the JSC may use meet by means of teleconference, Internet conference, videoconference or other similar communications equipment. Each Party shall bear its own travel and lodging expenses related to participation in and attendance at such meetings by its JSC representatives. The Alliance Managers of each Party FivePrime shall be responsible for preparing and circulating prepare written minutes of each JSC meeting on a rotating basis within *** (***) days after such meeting setting forth, inter alia, a brief summary the meetings of the discussions at the meeting and a list of any actions, decisions, or determinations approved by the JSC and a list of any issues to be resolved by the Senior Management pursuant to Section 3.1.5. Such minutes shall be effective only after written approval of provide such minutes by both Parties. With the sole exception of specific items of the meeting minutes to which the members cannot agree and which are escalated to the Senior Management as provided in Section 3.1.5 below, definitive minutes of all JSC meetings shall be finalized GSK for review no later than *** (***) days after the date of the meeting to which the minutes pertain occurredpertain, which minutes shall become official if GSK does not provide any comments to such minutes within *** Business Days (or such additional period of time as mutually agreed by the Parties) after FivePrime provides such minutes to GSK for review. IfIn the event that GSK provides comments to the minutes within such *** Business Day period (or such additional period of time as mutually agreed by the Parties) , at any time during the preparation and finalization of the JSC minuteswill discuss such comments in good faith to resolve any discrepancies within *** days after receipt of such comments from GSK, the Parties do not agree on any issue with respect subject to the minutes, such issue shall be resolved by the escalation process same decision making mechanism as set forth in Section 3.1.5. The decision resulting from the escalation process shall be recorded by the Alliance Manager in amended finalized minutes for such meeting2.2.2. *** INDICATES MATERIAL THAT WAS OMITTED AND FOR WHICH CONFIDENTIAL TREATMENT WAS REQUESTED. ALL SUCH OMITTED MATERIAL WAS FILED SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSION PURSUANT TO RULE 406 PROMULGATED UNDER THE SECURITIES ACT OF 1933, AS AMENDED. EXECUTION COPY Confidential.

Meetings and Minutes. The JSC shall meet at least once *** every Calendar Quarter *** during the Research Term JSC Oversight Period in accordance with a schedule established by mutual written agreement of the Parties, but no less frequently than twice *** each Calendar Year *** during the JSC Oversight Period in person unless the Parties otherwise agree; meeting frequency will be once every *** (***) months after the Research Term and during the Term, with ***. The the location for such location for such in-person meetings will alternate alternating between KineMedFivePrime’s and GSK’s facilities in the United States, or such other location as may be determined by the JSC and agreed to by KineMedJSC. For its other meetings Alternatively, the JSC may use meet by means of teleconference, Internet conference, videoconference or other similar communications equipment. Each Party shall bear its own travel and lodging expenses related to participation in and attendance at such meetings by its JSC representatives. The Alliance Managers of each Party FivePrime shall be responsible for preparing and circulating prepare written minutes of each JSC meeting on a rotating basis within *** (***) days after such meeting setting forth, inter alia, a brief summary the meetings of the discussions at the meeting and a list of any actions, decisions, or determinations approved by the JSC and a list of any issues to be resolved by the Senior Management pursuant to Section 3.1.5. Such minutes shall be effective only after written approval of provide such minutes by both Parties. With the sole exception of specific items of the meeting minutes to which the members cannot agree and which are escalated to the Senior Management as provided in Section 3.1.5 below, definitive minutes of all JSC meetings shall be finalized GSK for review no later than *** (***) days after the date of the meeting to which the minutes pertain occurredpertain, which minutes shall become official if GSK does not provide any comments to such minutes within *** Business Days (or such additional period of time as mutually agreed by the Parties) after FivePrime provides such minutes to GSK for review. IfIn the event that GSK provides comments to the minutes within such *** Business Day period (or such additional period of time as mutually agreed by the Parties), at any time during the preparation and finalization of the JSC minuteswill discuss such comments in good faith to resolve any discrepancies within *** days after receipt of such comments from GSK, the Parties do not agree on any issue with respect subject to the minutes, such issue shall be resolved by the escalation process same decision-making mechanism as set forth in Section 3.1.5. The decision resulting from the escalation process shall be recorded by the Alliance Manager in amended finalized minutes for such meeting2.2.3. *** INDICATES MATERIAL THAT WAS OMITTED AND FOR WHICH CONFIDENTIAL TREATMENT WAS REQUESTED. ALL SUCH OMITTED MATERIAL WAS FILED SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSION PURSUANT TO RULE 406 PROMULGATED UNDER THE SECURITIES ACT OF 1933, AS AMENDED. EXECUTION COPY Confidential.