Common use of Procedural Rules Clause in Contracts

Procedural Rules. The JSC shall have the right to adopt such standing rules as shall be necessary for its work, to the extent that such rules are not inconsistent with this Agreement. A quorum of the JSC shall exist whenever there is present at a meeting at least one (1) representative appointed by each Party. Representation by proxy shall be allowed. The JSC shall take action by consensus of the representatives present at a meeting at which a quorum exists, with each Party having a single vote irrespective of the number of representatives of such Party in attendance, or by a written resolution signed by at least one (1) representative appointed by each Party. Employees or consultants of either Party that are not representatives of the Parties on the JSC may attend meetings of the JSC; provided, that (a) unless the other Party agrees, no more than two (2) such persons may attend any particular meeting, (b) attendance of any non- employee must be pre-approved by the other Party, such approval not to be unreasonably withheld and (c) such attendees (i) shall not vote or otherwise participate in the decision- making process of the JSC and (ii) are bound by obligations of confidentiality and non- disclosure that are substantially similar to those set forth in ARTICLE 11.

Procedural Rules. The JSC Subject to the approval of the JSC, the JDC shall have the right to adopt such standing rules as shall be necessary for its work, to the extent that such rules are not inconsistent with this Agreement. A quorum of the JSC JDC shall exist whenever there is present at a meeting at least one (1) representative appointed by each Party. Representation by proxy shall be allowed. The JSC JDC shall take action by consensus of the representatives present at a meeting at which a quorum exists, with each Party having a single vote irrespective of the number of representatives of such Party in attendance, or by a written resolution signed which may be delivered by at least one (1) representative appointed by each Partyway of email confirmation. Employees or consultants of either Party that are not representatives of the Parties on the JSC JDC may attend meetings of the JSCJDC; provided, that (a) unless the other Party agrees, no more than two [***] (2[***]) such persons persons, in addition to such Party’s Alliance Manager, may attend any particular meeting, (b) attendance of any non- non-employee must be pre-approved by the other Party, such approval not to be unreasonably withheld withheld, conditioned or delayed and (c) such attendees (i) shall not vote or otherwise participate in the decision- decision-making process of the JSC JDC and (ii) are bound by obligations of confidentiality and non- non-disclosure that are substantially similar to those set forth in ARTICLE 1112.

Procedural Rules. The JSC shall have the right to adopt such standing rules as shall be necessary for its work, to the extent that such rules are not inconsistent with this Agreement. A quorum of the JSC shall exist whenever there is present at a meeting at least one (1) representative appointed by each Party. Representation by proxy shall be allowed. The JSC shall take action by consensus of the representatives present at a meeting at which a quorum exists, with each Party having a single vote irrespective of the number of representatives of such Party in attendance, or by a written resolution signed which may be delivered by at least one (1) representative appointed by each Partyway of email confirmation. Employees or consultants of either Party that are not representatives of the Parties on the JSC may attend meetings of the JSC; provided, provided that (a) unless the other Party agrees, no more than two (2) such persons may attend any particular meeting, (b) attendance of any non- non-employee must be pre-approved by the other Party, such approval not to be unreasonably withheld and withheld, conditioned or delayed, (c) such attendees (i) shall not vote or otherwise participate in the decision- decision-making process of the JSC JSC, and (iid) such attendees are bound by obligations of confidentiality and non- non-disclosure that are substantially similar to those set forth in ARTICLE 1113.

Procedural Rules. The JSC shall have the right to adopt such standing rules as shall be necessary for its work, to the extent that such rules are not inconsistent with this Agreement. A quorum of the JSC shall exist whenever there is present at a meeting at least one (1) representative appointed by each Party. Representation by proxy shall be allowed. The JSC shall take action by consensus of the representatives present at a meeting at which a quorum exists, with each Party having a single vote irrespective of the number of representatives of such Party in attendance, or by a written resolution signed which may be delivered by at least one (1) representative appointed by each Partyway of email confirmation. Employees or consultants of either Party that are not representatives of the Parties on the JSC may attend meetings of the JSC; provided, that (a) unless the other Party agrees, no more than two (2) such persons persons, in addition to such Party’s Alliance Manager, may attend any particular meeting, (b) attendance of any non- non-employee must be pre-approved by the other Party, such approval not to be unreasonably withheld withheld, conditioned or delayed and (c) such attendees (i) shall not vote or otherwise participate in the decision- decision-making process of the JSC and (ii) are bound by obligations of confidentiality and non- non-disclosure that are substantially similar to those set forth in ARTICLE 1112.

Procedural Rules. The JSC shall have the right to adopt such standing rules as shall be necessary for its work, to the extent that such rules are not inconsistent with this Agreement. A quorum of the JSC shall exist whenever there is present at a meeting at least one (1) representative appointed by each Party. Representation by proxy shall be allowed. The JSC shall take action by consensus of the representatives present at a meeting at which a quorum exists, with each Party having a single vote irrespective of the number of representatives of such Party in attendance, or by a written resolution signed which may be delivered by at least one (1) representative appointed by each Partyway of email confirmation. Employees or consultants of either Party that are not representatives of the Parties on the JSC may attend meetings of the JSC; provided, provided that (a) unless the other Party agrees, no more than two (2) such persons persons, not including Alliance Managers of such Party, may attend any particular meeting, (b) attendance of any non- non-employee must be pre-approved by the other Party, such approval not to be unreasonably withheld and withheld, conditioned or delayed, (c) such attendees (i) shall not vote or otherwise participate in the decision- decision-making process of the JSC JSC, and (iid) such attendees are bound by obligations of confidentiality and non- non-disclosure that are substantially similar to those set forth in ARTICLE 1112.

Procedural Rules. The JSC shall have the right to adopt such standing rules as shall be necessary for its work, to the extent that such rules are not inconsistent with this Agreement. A quorum of the JSC shall exist whenever there is present at a meeting at least one (1) representative appointed by each Partyof Ares and Delta. Representation by proxy shall be allowed. The JSC shall take action by consensus of the representatives present at a meeting at which a quorum exists, with each Party of ▇▇▇▇ and Delta having a single vote irrespective of the number of representatives of such *** Certain information in this agreement has been omitted and filed separately with the Securities and Exchange Commission. [***] indicates that text has been omitted and is the subject of a confidential treatment request. Table of Contents Party in attendance, or by a written resolution signed by at least one (1) representative appointed by each Party. Employees A reasonable and proportionate number of employees or consultants of either Party ▇▇▇▇ or Delta that are not representatives of the Parties on the JSC may attend meetings of the JSC; provided, provided that (a) unless the other Party agrees, no more than two (2) such persons may attend any particular meeting, (b) attendance of any non- employee must be pre-approved by the other Party, such approval not to be unreasonably withheld and (c) such attendees (ia) shall not vote or otherwise participate in the decision- decision-making process of the JSC JSC, and (iib) are bound by obligations of confidentiality and non- non-disclosure that are substantially similar to those set forth in ARTICLE 119.