Commercialization Committee. 7.1.1 The Commercialization Committee shall comprise one (1) representative of EyePoint and one (1) representative of Imprimis, each with appropriate decision making authority on behalf of such Party. Each Party shall appoint its representative to the Commercialization Committee prior to the first meeting thereof, and may substitute its representative from time to time, in its sole discretion, effective upon written notice to the other Party of such change, but shall use commercially reasonable efforts to maintain stability of Commercialization Committee representation.
7.1.2 The purpose of the Commercialization Committee under this Agreement shall be (a) to facilitate the exchange of information between the Parties, (b) to review and discuss the activities of the Parties under this Agreement, (c) to review, consider and make recommendations for modifications to the Marketing Materials, (d) to add Third Parties referred under Section 3.4 as Customers to this Agreement and to determine the Baseline Period for such Customers pursuant to criteria mutually agreed by the Parties in writing, and (e) to review other information relating to Products.
7.1.3 The Commercialization Committee shall meet at such places or in such forms (such as by telephone conference) as determined by mutual agreement of the Parties. Each Party may permit such visitors to a meeting of the Commercialization Committee as mutually agreed by the Parties prior to such meeting; provided, that a Party may require each such visitor to execute an appropriate confidentiality agreement. Each Party shall be responsible for its own costs in connection with the meetings of the Commercialization Committee. The representative of each Party shall be entitled to one (1) vote. Except as expressly provided herein, each determination or other action of the Commercialization Committee shall require unanimous approval by the representatives of both Parties. If the Commercialization Committee is unable to reach such unanimous approval, then each Party shall have the right to escalate the applicable issue to the Joint Steering Committee upon written notice to the other Party.
7.1.4 The first meeting of the Commercialization Committee shall occur within two (2) business days after the Effective Date. Thereafter, for the first thirty (30)-day period following the Effective Date, the Commercialization Committee shall meet weekly. After such thirty (30)-day period, the Commercialization Committee shall meet no les...
Commercialization Committee. The Parties shall establish a Commercialization Committee which shall be responsible for monitoring progress, managing information exchange between the Parties, deciding key strategies and solving problems with respect to commercialization and promotion of Actimmune for the CGD market. At the first meeting of the Commercialization Committee, the members shall establish a regular meeting time and structure, and appoint a secretary whose responsibility it will be to coordinate the timing, notice, and agendas for Commercialization Committee meetings.
Commercialization Committee. Within thirty (30) days after the Effective Date, the Parties shall establish a Commercialization Committee (the “Commercialization Committee”) with responsibility for (i) reviewing and approving medical claims and marketing materials to be used by any Parties in connection with the Product to ensure that the claims made by a Party do not diminish the value of the Product to the other Party and (ii) coordinating the activities of the Parties related to the Commercialization. Each Party shall appoint two (2) designees to the Commercialization Committee, each of whom shall have expertise and experience in the areas of marketing, promotion, advertising and sales. Either Party may replace any or all of its designees on the Commercialization Committee at any time upon written notice to the other Party, and any member of the Commercialization Committee may designate a suitable proxy to perform the functions of that member at any time. The Commercialization Committee shall meet at least once every six (6) months, and more frequently upon the mutual agreement of the Parties if necessary to resolve disputes, disagreements or deadlocks. The Commercialization Committee shall seek to act with the unanimous consent of its members. In the event that all of the Commercialization Committee members do not reach consensus with respect to a matter that is within the purview of the Commercialization Committee, the Commercialization Committee designees of each Parties shall collectively have one (1) vote for purposes of decision-making hereunder with respect to such matters, with decisions made by unanimous vote of both Parties. If the votes of the Commercialization Committee are split on any matter, such matter shall be referred to the Steering Committee for decision.
Commercialization Committee. The Parties hereby agree to establish the Commercialization Committee (“CC”) upon the completion of Phase IIB Clinical Studies (or any other Clinical Trial that immediately proceeds a Phase III Clinical Study) for the first Product.
Commercialization Committee. Within thirty (30) days after a request by either Party to undertake the commercialization of Joint Technology, the Parties shall establish a Commercialization Committee having a total of four (4) members. Gemini and Celera each shall select and have the right to replace up to two (2) representatives to serve as members of the Commercialization Committee, each of whom shall have senior management responsibilities for the Party appointing such member. Either Party may designate a substitute for a committee member to participate in the event one of the Party's regular committee members is unable to be present at a meeting. The Commercialization Committee shall operate by consensus and shall seek to make decisions on the basis of consensus after a discussion of the matters as to which decisions are being made. In the event the Commercialization Committee is unable to agree upon a particular matter, then such matter shall be submitted for resolution to an executive officer of each Party for resolution by good faith discussion. If such matter is not resolved by such officers within thirty (30) days of submission, and the matter relates directly to the commercialization of a particular item of Joint Technology, then the matter will be submitted to an independent expert in the pharmaceutical (or other appropriate related) industry acting as an expert and not as an arbitrator, the identity of whom shall be agreed upon by the Commercialization Committee (or failing such agreement, by the independent experts, where one such expert is identified and nominated by each of the Parties in their respective discretion) who shall resolve the matter by determining objectively what is the best means of commercializing the applicable Joint Technology on a stand alone basis disregarding the individual subjective needs or preferences of the Parties. In the absence of manifest error, such determination shall be conclusive.
Commercialization Committee. The Commercialization Committee shall be responsible for: (i) reviewing and approving global commercialization plans (and changes thereto) prior to adoption of such plans (or changes) by the Parties; (ii) communicating with the Development Committee regarding the interrelationship between development activities and potential commercialization; (iii) reviewing the commercialization activities of the Parties; (iv) overseeing the trademark and publication strategies; and (v) communicating with the Joint Project Team regarding all of the foregoing.
Commercialization Committee. Following the execution of this Agreement, TM and Luminex will establish a commercialization committee (the “Committee”) in accordance with the following guidelines:
(a) the Committee will be formed by two (2) representatives of each Party;
(b) with the prior consent of the other Party in every case, either Party may invite other members of its staff or consultants to be in attendance at particular meetings of the Committee as observers;
(c) either Party may convene a meeting of the Committee, which shall be held wherever the Parties shall mutually agree from time to time, including by telephone;
(d) at least one (1) meeting of the Committee will be held each year between September 1st and November 30th but additional meetings will be convened whenever requested by either Party, provided that the Committee shall not meet more frequently than quarterly; and
(e) the Committee’s terms of reference shall cover all matters of mutual concern with respect to the commercialization of the Kits.
Commercialization Committee. The Commercialization Committee shall be responsible for: (i) reviewing and approving commercialization plans (and changes thereto) for Dmab in the Territory prior to adoption of such plans or changes by a Party; (ii) communicating with the Development Committee regarding the interrelationship between development activities and potential commercialization of Dmab in the Territory; (iii) reviewing and monitoring the activities and progress against the commercialization plans; (iv) monitoring and reporting on the competitive landscape for Dmab in the Territory; (v) establishing appropriate processes for coordinating review of promotional materials for the Territory to ensure compliance with Law and industry best practices; (vi) overseeing the trademark and publication strategies for the Territory; and (vii) communicating with the Parties regarding all of the foregoing.
Commercialization Committee. Metra and Berlex shall form a Commercialization Committee which shall meet to oversee the promotion of the Metra Products by Berlex and to review the overall success of the relationship. During the first three (3) years following the Effective Date, the Commercialization Committee shall meet at least quarterly and thereafter shall meet as agreed to by Metra and Berlex. Notwithstanding the preceding sentence, the parties currently contemplate that during the initial training phase, the Commercialization Committee may meet monthly. Whenever possible, meetings will be scheduled in conjunction with trade shows attended by both parties. The Commercialization Committee will be composed [X] CONFIDENTIAL TREATMENT REQUESTED. OMITTED PORTIONS FILED SEPARATELY WITH THE COMMISSION.
Commercialization Committee. Upon successful completion of the last U.S. clinical trial required for BLA filing (as determined pursuant to SECTION 4.1.2), or upon such earlier date as the Parties may agree, the Parties shall establish a Commercialization Committee which shall be responsible for providing overall direction, monitoring progress, managing information exchange between the Parties, deciding key strategies and solving problems with respect to commercialization and promotion of the Product in the U.S. and the Territory. At the first meeting of the Commercialization Committee, the members shall establish a regular meeting time and structure, and appoint a secretary whose responsibility it will be to coordinate the timing, notice, and agendas for Commercialization Committee meetings.
