The JDC Clause Samples
The JDC clause establishes the Joint Development Committee, a governing body responsible for overseeing and managing collaborative development activities between parties in an agreement. Typically, this committee is composed of representatives from each party and is tasked with making key decisions, setting project milestones, and resolving disputes related to the joint development project. By clearly defining the structure and authority of the JDC, this clause ensures coordinated decision-making and helps prevent misunderstandings or conflicts during the course of the collaboration.
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The JDC. Promptly upon the Selection of a Collaboration Compound for Development by OMP, ADDEX and OMP shall each appoint [***] representatives (unless otherwise mutually agreed) to serve as members of the JDC. The JDC shall generally review and comment on the Development in Territory. In any event, the representatives of each Party may be changed from time to time at the discretion of that Party upon written notification by the Party making such change to the other. The JDC will meet on [***] basis (unless decided otherwise) and will decide on the manner and place of its meetings (including, if appropriate, video conferencing). Notwithstanding the existence of the JDC and its comments and suggestions, OMP has the final say regarding Development for any and all Collaboration Compounds that OMP is developing. The NAM Operational Team shall cease to exist on the [***] for the first NAM Compound. The ▇▇▇ Operational Team shall cease to exist on the [***] for the first ▇▇▇ Compound or Agonist Compound. When both the NAM Operational Team and ▇▇▇ Operational Teams cease to exist the JDC shall cease to exist. In the event that ADDEX has taken a Collaboration Compound in Development pursuant to Article 3.6 hereof, OMP shall be entitled, but not obligated to request that a new JDC would be established that will have the same duties as set forth in this Article 3.4 for such Collaboration Compound where OMP shall have [***] representative and where ADDEX shall always have the final say. The OMP representative may be a person with an alliance management function. The JDC for such Collaboration Compounds shall cease to exist on the [***] for such Collaboration Compound under Development by ADDEX.
The JDC. Within ten (10) Business Days after the Effective Date, the Parties shall establish a committee to monitor the Development Program, and to plan and coordinate the activities under the Development Plan (“Joint Development Committee” or “JDC”). The JDC will be composed of no more than three (3) representatives designated by each Party (and the Parties need not have the same number of representatives). Representatives must be appropriate for the tasks then being undertaken, in terms of their seniority, availability, function in their respective organizations, training and experience. Each Party shall designate one of its representatives as its primary JDC contact for JDC matters (such Party’s “JDC Co- Chair”). From time to time, the JDC may establish subcommittees to oversee particular projects or activities; those subcommittees will be constituted and operate as the JDC determines. The JDC shall meet during the Development Term; thereafter, the JDC shall cease operations and perform no further functions under this Agreement. *** Portions of this page have been omitted pursuant to a request for Confidential Treatment filed separately with the Commission.