Common use of Steering Group Clause in Contracts

Steering Group. (a) The parties will establish and maintain a Steering Group that will meet regularly to do the following (including but not limited to): (i) monitor the effectiveness of this Agreement in achieving its Purpose; (ii) discuss and resolve any project and operational issues, including reviewing and overseeing the performance of parties’ obligations under this Agreement, considering legislative or regulatory changes that will support the performance of the Roles and Responsibilities, and reviewing the licensing and approval system and processes, information management, and Data sharing; (iii) establish and implement an implementation plan to drive and achieve the Purpose; (iv) report to the Chief Executive Group (and any other decision makers as appropriate) in relation to parties’ performance and compliance with the Agreement; (v) initiate and manage any reviews arising under this Agreement, including clause 4.3, and: (A) where required, refer recommendations related to the Agreement to the Chief Executive Group for consideration, approval or endorsement (as applicable); and (B) consider and approve each Services Schedule and variations to Approved Services Schedules in accordance with this Agreement; (C) consider and approve any variations to the Schedules in accordance with this Agreement; and (D) consider and endorse any variations to this Agreement that are required to be recommended to and approved (or endorsed (as applicable)) by, the Chief Executive Group under this Agreement, including clause 3.2(a)(v)(A); (vi) resolve any issues: (A) delegated to it by the Chief Executive Group; or (B) referred to it by any of the parties to this Agreement; (vii) escalate to the Chief Executive Group any Disputes that are not able to be resolved by the Steering Group in accordance with the Dispute resolution procedures set out in clause 9; (viii) develop, implement, review and oversee performance standards for key functions specified in this Agreement; (ix) oversee performance of the parties in relation to each Data Sharing Agreement; and (x) any other matters determined by the parties from time to time. (b) The Steering Group will agree its own terms of reference, procedures for frequency and timing of meetings and exchange of information between members and any other matters that the parties consider necessary from time to time. (c) The Steering Group will be comprised of two (2) Senior Executives from each of DPIE Water, NRAR, and WaterNSW, and a senior representative of WAMC.

Appears in 2 contracts

Sources: Roles and Responsibilities Agreement, Roles and Responsibilities Agreement

Steering Group. (a) The parties 5.1 It is recognized by the Parties that in order to define the Services to be provided by Spark, the Parties will establish and maintain a Steering Group that will meet regularly to do the following (including but not limited to): (i) monitor the effectiveness of this Agreement in achieving its Purpose; (ii) discuss Group. The role and resolve any project and operational issues, including reviewing and overseeing the performance of parties’ obligations under this Agreement, considering legislative or regulatory changes that will support the performance remit of the Roles and Responsibilities, and reviewing the licensing and approval system and processes, information management, and Data sharing; (iii) establish and implement an implementation plan to drive and achieve the Purpose; (iv) report to the Chief Executive Group (and any other decision makers as appropriate) in relation to parties’ performance and compliance with the Agreement; (v) initiate and manage any reviews arising under this Agreement, including clause 4.3, and: (A) where required, refer recommendations related to the Agreement to the Chief Executive Group for consideration, approval or endorsement (as applicable); and (B) consider and approve each Services Schedule and variations to Approved Services Schedules in accordance with this Agreement; (C) consider and approve any variations to the Schedules in accordance with this Agreement; and (D) consider and endorse any variations to this Agreement that are required to be recommended to and approved (or endorsed (as applicable)) by, the Chief Executive Group under this Agreement, including clause 3.2(a)(v)(A); (vi) resolve any issues: (A) delegated to it by the Chief Executive Group; or (B) referred to it by any of the parties to this Agreement; (vii) escalate to the Chief Executive Group any Disputes that are not able to be resolved by the Steering Group in accordance with the Dispute resolution procedures set out in clause 9; (viii) develop, implement, review and oversee performance standards for key functions specified in this Agreement; (ix) oversee performance of the parties in relation to each Data Sharing Agreement; and (x) any other matters determined by the parties from time to time. (b) The Steering Group will agree its own terms of reference, procedures for frequency and timing of meetings and exchange of information between members and any other matters that the parties consider necessary from time to time. (c) The Steering Group will be comprised to facilitate coordination between the Parties with respect to the planning and execution of two (2) Senior Executives all activities in the Services in order to optimize timing and quality of all activities leading to the commercialization of the Licensed Product. Notwithstanding the foregoing, Genable shall have the final decision at all times in relation to the development and commercialization of the Licensed Product. 5.2 The Steering Group shall have an equal number of members from each of DPIE Waterthe Parties and the total size of the Steering Group shall not exceed [**] people. A representative of [**] shall act as the chairman of the Steering Group. 5.3 Each member of the Steering Group shall have one vote at meetings of the Steering Group provided however that in the event of any deadlock, NRARthe chairman of the Steering Group shall have a casting vote with respect to the development and commercialization of the Licensed Product. The Steering Group shall not have any power, and WaterNSWthe chairman of the Steering Group shall not have any power through his or her casting vote, to amend, or waive compliance with, the terms of this Agreement. 5.4 Unless otherwise agreed by the parties, the Steering Group shall meet at least [**], such meetings to continue until the completion of the Services. Meetings may be held by telephone, videoconference, or in person provided that the parties shall meet in person at least [**]. Each Party shall bear all of the costs and expenses in relation to its nominees participating on the Steering Group. 5.5 Within [**] days of each meeting of the Steering Group, the chairman of the Steering Group will prepare and issue minutes of the meeting to each of the Parties. 5.6 Each Party may at any time remove and/or replace any of its appointees on the Steering Group save that (i) the Project Director must at all times be a senior representative member of WAMCthe Steering Group and (ii) the written consent of Genable is required for any replacement by Spark of any its nominees on the Steering Group which shall not unreasonably be withheld or denied. 5.7 The Steering Group has the authority to appoint sub-committees as required, who will make recommendations and report to the Steering Group.

Appears in 2 contracts

Sources: Development Consultancy Agreement (Spark Therapeutics, Inc.), Development Consultancy Agreement (Spark Therapeutics, Inc.)