Common use of Alliance Managers Clause in Contracts

Alliance Managers. Each of the Parties will appoint one representative who possesses a general understanding of Development issues to act as its alliance manager (each, an “Alliance Manager”). The role of the Alliance Manager is to act as a primary point of contact between the Parties to assure a successful relationship between the Parties. The Alliance Managers will attend all meetings of the JRC and support the co-chairpersons of the JRC in the discharge of their responsibilities. An Alliance Manager may bring any matter to the attention of the JRC if such Alliance Manager reasonably believes that such matter warrants such attention. Each Party may change its designated Alliance Manager from time to time upon written notice to the other Party. Any Alliance Manager may designate a substitute to temporarily perform the functions of such Alliance Manager upon written notice to the other Party’s Alliance Manager. Each Alliance Manager will be charged with creating and maintaining a collaborative work environment within the JRC. Each Alliance Manager also will: (a) be the point of first referral in all matters of conflict resolution; (b) provide a single point of communication both internally within the Parties’ respective organizations and between the Parties, including during such time as the JRC is no longer constituted; (c) plan and coordinate any cooperative efforts under this Agreement, if any, and internal and external communications; and (d) take responsibility for ensuring that JRC activities, such as the conduct of required JRC meetings, occur as set forth in this Agreement and that relevant action items, if any, resulting from such meetings are appropriately carried out or otherwise addressed.

Alliance Managers. Each of the Parties will appoint one representative who possesses a general understanding of Development issues to act as its alliance manager (each, an “Alliance Manager”). The role of the Alliance Manager is to act as a primary point of contact between the Parties to assure a successful relationship between the Parties. The Alliance Managers will attend all meetings of the JRC and support the co-chairpersons of the JRC in the discharge of their responsibilities. An Alliance Manager may bring any matter to the attention of the JRC if such Alliance Manager reasonably believes that such matter warrants such attention. Each Party may change its designated Alliance Manager from time to time upon written notice to the other Party. Any Alliance Manager may designate a substitute to temporarily perform the functions of such Alliance Manager upon written notice to the other Party’s Alliance Manager. Each Alliance Manager will be charged with creating and maintaining a collaborative work environment within the JRC. Each Alliance Manager also will: (a) be the point of first referral in all matters of conflict resolution; (b) provide a single point of communication both internally within the Parties’ respective organizations and between the Parties, including during such time as the JRC is no longer constituted; (cb) plan and coordinate any cooperative efforts under this Agreement, if any, and internal and external communications; and; (dc) take responsibility for ensuring that JRC activities, such as the conduct of required JRC meetings, occur as set forth in this Agreement and that relevant action items, if any, resulting from such meetings are appropriately carried out or otherwise addressed, and (d) be the point of first referral in all matters of conflict resolution.

Alliance Managers. Each of the Parties will appoint one representative who possesses a general understanding of Development issues to act as its alliance manager (each, an “Alliance Manager”). The role of the Alliance Manager is to act as a primary point of contact between the Parties to assure a successful relationship between the Parties. The Alliance Managers will attend all meetings of the JRC JC and support the co-chairpersons of the JRC JC in the discharge of their responsibilities. An Alliance Manager may bring any matter to the attention of the JRC JC if such Alliance Manager reasonably believes that such matter warrants such attention. Each Party may change its designated Alliance Manager from time to time upon written notice to the other Party. Any Alliance Manager may designate a substitute to temporarily perform the functions of such Alliance Manager upon written notice to the other Party’s Alliance Manager. Each Alliance Manager will be charged with creating and maintaining a collaborative work environment within the JRCJC. Each Alliance Manager also will: (a) be the point of first referral in all matters of conflict resolution; (b) provide a single point of communication both internally within the Parties’ respective organizations and between the Parties, including during such time as the JRC JC is no longer constitutedconstituted provided that the JC may agree that other people be nominated for specific subject matter (such as the clinical or regulatory functions); (c) plan and coordinate any cooperative efforts under this Agreement, if any, and internal and external communications; and (d) take responsibility for ensuring that JRC JC activities, such as the conduct of required JRC JC meetings, occur as set forth in this Agreement and that relevant action items, if any, resulting from such meetings are appropriately carried out or otherwise addressed.

Alliance Managers. Each of the Parties Portola and BMS will appoint one representative who possesses a general understanding of Development issues to act as its alliance manager Alliance Managers (each, an “Alliance Manager”)) for the collaboration. The role of the Alliance Manager is to act as a primary point of contact between the Parties to assure a successful relationship between the Parties. The Alliance Managers will attend all meetings of the JRC JCC and support the co-chairpersons of the JRC JCC in the discharge of their its responsibilities. An Alliance Manager may bring any matter concerning a Party’s performance under this Agreement to the attention of the JRC JCC if such the Alliance Manager reasonably believes that such matter warrants such attentionattention is warranted. Each Party may change its designated Alliance Manager from time to time upon written notice to the other Party. Any Alliance Manager may designate a substitute to temporarily perform the functions of such Alliance Manager upon written notice to the other Party’s Alliance Manager. Each Alliance Manager will be charged with creating and maintaining a collaborative work environment within the JRCJCC. Each Alliance Manager also will: (a) be the point of first referral in all matters of conflict resolution; (b) provide a single point of communication both internally within the Parties’ respective organizations and between the Parties, including during such time as Parties regarding the JRC is no longer constitutedDevelopment Plan; (cb) plan and coordinate any cooperative efforts under this Agreement, if any, and internal and any external communications; and (dc) take responsibility for ensuring that JRC JCC activities, such as the conduct of required JRC JCC meetings, occur as set forth in this Agreement and that relevant action items, if any, resulting from such meetings are appropriately carried out or otherwise addressed.

Alliance Managers. Each of the Parties will appoint one representative who possesses a general understanding of Development issues to act as its alliance manager (each, an “Alliance Manager”). The role of the Alliance Manager is to act as a primary point of contact between the Parties to assure a successful relationship between the Parties. The Alliance Managers will attend all meetings of the JRC JSC and support the co-chairpersons of the JRC JSC in the discharge of their responsibilities. An Alliance Manager may bring any matter to the attention of the JRC JSC if such Alliance Manager reasonably believes that such matter warrants such attention. Each Party may change its designated Alliance Manager from time to time upon written notice to the other Party. Any Alliance Manager may designate a substitute to temporarily perform the functions of such Alliance Manager upon written notice to the other Party’s Alliance Manager. Each Alliance Manager will be charged with creating and maintaining a collaborative work environment within the JRCJSC. Each Alliance Manager also will: (a) be the point of first referral in all matters of conflict resolution; (b) provide a single point of communication both internally within the Parties’ respective organizations and between the Parties, including during such time as the JRC JSC is no longer constituted; (c) plan and coordinate any cooperative efforts under this Agreement, if any, and internal and external communications; and (d) take responsibility for ensuring that JRC JSC activities, such as the conduct of required JRC JSC meetings, occur as set forth in this Agreement and that those relevant action items, if any, resulting from such meetings are appropriately carried out or otherwise addressed.

Alliance Managers. Each of the Parties will Durect and Alpharma shall appoint one employee representative who possesses a general understanding of Development Clinical, regulatory, manufacturing and marketing issues to act as its respective alliance manager for this relationship (each, an “Alliance Manager”). The role of the Alliance Manager is to act as a primary point of contact between the Parties to assure a successful relationship between the Parties. The initial Alliance Managers will attend all meetings of are set forth on Schedule 2.6, as amended by the JRC and support the co-chairpersons of the JRC in the discharge of their responsibilities. An Alliance Manager may bring any matter to the attention of the JRC if such Alliance Manager reasonably believes that such matter warrants such attention. Each designating Party may change its designated Alliance Manager from time to time. Each of Durect and Alpharma may replace its respective Confidential treatment has been requested for portions of this exhibit. The copy filed herewith omits the information subject to the confidential treatment request. Omissions are designated as * * *. A complete version of this exhibit has been filed separately with the Securities and Exchange Commission. Alliance Manager at any time upon written notice to the other Partyother. Any Alliance Manager may designate a substitute with due authority to temporarily perform the functions of such Alliance Manager upon written notice to the other Party’s that Alliance Manager. Each Alliance Manager will shall be charged with creating and maintaining a collaborative work environment within and among the JRCCommittees. Each Alliance Manager will also willbe responsible for: (a) be the providing a single point of first referral in all matters of conflict resolutioncommunication for seeking consensus both internally within the respective Party’s organizations and between the Parties regarding business, contractual and strategic issues; (b) provide identifying and raising cross-Party and/or cross-functions disputes to the appropriate Committee in a single point of communication both internally within the Parties’ respective organizations and between the Parties, including during such time as the JRC is no longer constituted;timely manner; and (c) plan planning and coordinate any cooperative efforts under this Agreement, if any, and coordinating internal and external communications; and (d) take responsibility for ensuring . The Alliance Managers shall be entitled to attend meetings of any of the Committees, but shall not have, or be deemed to have, any rights or responsibilities of a member of any Committee. Each Alliance Manager may bring any matter to the attention of any Committee where such Alliance Manager reasonably believes that JRC activities, such as the conduct of required JRC meetings, occur as set forth in this Agreement and that relevant action items, if any, resulting from matter requires such meetings are appropriately carried out or otherwise addressedattention.

Alliance Managers. Each of the Parties will appoint one representative who possesses a general understanding of Development issues to act as its alliance manager (each, an “Alliance Manager”). The Alliance Managers will serve as non-voting representatives on the JSC. The primary role of the Alliance Manager is to act as a primary point of contact between manage and progress the Parties to assure a successful relationship between the PartiesResearch Program. The Alliance Managers will attend all meetings be responsible for preparing and circulating an agenda in advance of each JSC meeting, conducting the JRC JSC meeting and support the co-chairpersons promptly preparing meeting minutes to be approved of the JRC in the discharge of their responsibilitiesby both Parties. An Alliance Manager may bring any matter to the attention of the JRC JSC if such Alliance Manager reasonably believes that such matter warrants such attention. Each Party may change its designated Alliance Manager from time to time upon written notice to the other Party. Any Alliance Manager may designate a substitute to temporarily perform the functions of such Alliance Manager upon written notice to the other Party’s Alliance Manager. Each Alliance Manager will be charged with creating and maintaining a collaborative work environment within the JRCJSC. Each Alliance Manager also will: (a) be the point of first referral in all matters of conflict resolution; (bi) provide a single point of communication both internally within the Parties’ respective organizations and between the Parties, including during such time as the JRC JSC is no longer constituted; (cii) plan and coordinate any cooperative efforts under this Agreement, if any, and internal and external communications; and; (diii) take responsibility for ensuring that JRC JSC activities, such as the conduct of required JRC JSC meetings, occur as set forth in this Agreement and that relevant action items, if any, resulting from such meetings are appropriately carried out or otherwise addressed; and (iv) be the point of first referral in all matters of conflict resolution.

Alliance Managers. Each of the Parties will appoint one representative who possesses a general understanding of Development research and development issues to act as its alliance manager (each, an “Alliance Manager”). The role of the Alliance Manager is to act as a primary point of contact between the Parties to assure a successful relationship between the Parties. The Alliance Managers will attend all meetings of the JRC and support the co-chairpersons of the JRC in the discharge of their responsibilities. An Alliance Manager may bring any matter to the attention of the JRC if such Alliance Manager reasonably believes that such matter warrants such attention. Each Party may change its designated Alliance Manager from time to time upon written notice to the other Party. Any Alliance Manager may designate a substitute to temporarily perform the functions of such Alliance Manager upon written notice to the other Party’s Alliance Manager. Each Alliance Manager will be charged with creating and maintaining a collaborative work environment within the JRC. Each Alliance Manager also will: (a) be the point of first referral in all matters of conflict resolution; (b) provide a single point of communication both internally within the Parties’ respective organizations and between the Parties, including during such time as the JRC is no longer constituted; (cb) plan and coordinate any cooperative efforts under this Agreement, if any, and internal and external communications; and (dc) take responsibility for ensuring that JRC activities, such as the conduct of required JRC meetingsmeetings and preparation and circulation of agendas and minutes therefor, occur as set forth in this Agreement and that relevant action items, if any, resulting from such meetings are appropriately carried out or otherwise addressed.

Alliance Managers. Each of the Parties will parties shall appoint one senior representative who possesses a general understanding of Development issues to act as its alliance manager (each, an “Alliance Manager”). The role of the Alliance Manager is to act as a primary single point of contact between the Parties parties to assure ensure a successful relationship between the Partiescollaboration. The Alliance Managers will shall attend all meetings of the JRC and support the coJDC meetings as non-chairpersons voting participants, unless they are also appointed members of the JRC in the discharge of their responsibilities. An such committee pursuant to Section 2.2 or Section 3.2, as applicable; provided, however, that an Alliance Manager may bring any matter to the attention of the JRC any committee if such Alliance Manager reasonably believes that such matter warrants such attention. Each Party party may change its designated Alliance Manager from time to time upon written notice to the other Partyparty. Any Alliance Manager may designate a substitute to temporarily perform the functions of such Alliance Manager upon written notice to the other Party’s that Alliance Manager. Each Alliance Manager will shall be charged with creating and maintaining a collaborative work environment within the JRCJRC and the JDC. Each Alliance Manager also willshall: (ai) identify and bring disputes to the attention of the JRC or JDC, as applicable, in a timely manner and be the point of first referral in all matters of conflict resolution; (bii) provide a single point of communication for seeking consensus both internally within the Partiesparties’ respective organizations and between the Parties, including during such time as the JRC is no longer constitutedparties; (ciii) plan and coordinate any cooperative efforts under this Agreement, if any, and internal and external communications; and (div) take responsibility for ensuring that JRC activities, such as and JDC meetings and the conduct production of required JRC meetings, meeting minutes occur as set forth in this Agreement and that relevant action items, if any, items resulting from such meetings are appropriately carried out or otherwise addressed.

Alliance Managers. Each of the Parties will shall appoint one representative who possesses a general understanding of single individual to manage Development issues to act as its alliance manager and Commercialization obligations between the Parties (each, an “Alliance Manager”). The role of the Alliance Manager is to act as a primary single point of contact between the Parties to assure ensure a successful relationship between the Partiesunder this Agreement. The Alliance Managers will shall attend all JSC meetings of and the JRC Alliance Managers or their respective designees shall attend all Sub-Committee meetings and will support the co-chairpersons of the JRC JSC and each Sub-Committee in the discharge of their his or her responsibilities. An Alliance Managers shall be non-voting participants in all JSC and Sub-Committee meetings; provided, however, that an Alliance Manager may bring any matter to the attention of the JRC JSC or any Sub-Committee if such Alliance Manager reasonably believes that such matter warrants such attention. Each Party will designate its initial Alliance Manager promptly after the Effective Date and each Party may change its designated Alliance Manager from time to at any time upon written notice to the other Party. Any Alliance Manager may designate a substitute to temporarily perform the functions of such that Alliance Manager upon by written notice to the other Party’s Alliance Manager. Each Alliance Manager will be charged with creating and maintaining a collaborative work environment within the JRC. Each Alliance Manager also will: also: (a) be the point of first referral in all matters of conflict resolution; ; (b) provide a single point of communication both internally within the Parties’ respective organizations and for seeking consensus between the Parties, including during such time as the JRC is no longer constituted; Parties regarding key strategy and plan issues; (c) identify and bring disputes to the attention of the JSC in a timely manner; (d) plan and coordinate any cooperative efforts under this Agreement, if any, and internal and external communications; and and (de) take responsibility for ensuring that JRC governance activities, such as the conduct of required JRC meetingsJSC and Sub-Committee meetings and production of meeting minutes, occur as set forth in this Agreement Agreement, and that the relevant action items, if any, items resulting from such meetings are appropriately carried out or otherwise addressed.