Common use of Committee Composition and Decision Making Clause in Contracts

Committee Composition and Decision Making. (a) The Alliance Strategic Committee shall at all times consist of six (6) representatives, three (3) of whom shall represent BMS and three (3) of whom shall represent Sanofi. The representatives of BMS shall be the persons serving from time to time as (i) President, Worldwide Medicines Group, (ii) Senior Vice President, Worldwide Franchise Management and (iii) Vice President, Alliance Management. The representatives of Sanofi shall be the persons serving from time to time as (i) President and Executive Director, Sanofi Pharma, (ii) Senior Vice President, Strategy, Sanofi Pharma and (iii) Vice President, Alliance Management, Sanofi Pharma. If any such position has been modified or eliminated, the Party so affected shall appoint an individual whose position is substantially similar to the position so modified or eliminated. The Alliance Strategic Committee shall have the sole power, by a consensus of the representatives of Sanofi and BMS, to make any and all Alliance Strategic Decisions and to resolve any deadlock or conflict arising among or within the Alliance Functional Committees that has not been resolved by Alliance Management.

Committee Composition and Decision Making. (a) The Alliance Strategic License Steering Committee shall at all times consist of six (6) representatives, three (3) of whom shall represent BMS Sanofi and three (3) of whom shall represent Sanofi. The representatives of BMS shall be the persons serving from time to time as (i) President, Worldwide Medicines Group, (ii) Senior Vice President, Worldwide Franchise Management and (iii) Vice President, Alliance ManagementBMS. The representatives of Sanofi shall be the persons serving from time to time as the (i) President and Executive Director, Sanofi Pharma, Pharma (ii) Senior Vice President, Strategy, Sanofi Pharma and (iii) Vice President, Alliance Management, Sanofi Pharma. The representatives of BMS shall be the persons serving from to time as the (i) President, Worldwide Medicines Group (ii) Senior Vice President, Worldwide Franchise Management and (iii) Vice President, Alliance Management. If any such position has been modified or eliminated, the Party so affected shall appoint an individual whose position is substantially similar to the position so modified or eliminated. The Alliance Strategic License Steering Committee shall have the sole power, by a consensus of the representatives of Sanofi and BMS, to make any and all Alliance License Strategic Decisions and to resolve any deadlock or conflict arising among or within the Alliance License Functional Committees that has not been resolved by pursuant to the Alliance ManagementSupport Agreement.

Committee Composition and Decision Making. (a) The Alliance Strategic License Steering Committee shall at all times consist of six (6) representatives, three (3) of whom shall represent BMS Sanofi and three (3) of whom shall represent Sanofi. The representatives of BMS shall be the persons serving from time to time as (i) President, Worldwide Medicines Group, (ii) Senior Vice President, Worldwide Franchise Management and (iii) Vice President, Alliance ManagementBMS. The representatives of Sanofi shall be the persons serving from time to time as the (i) President and Executive Director, Sanofi PharmaVP – General Therapeutics – North America, (ii) Senior Vice PresidentPresident and Chief Financial Officer – North America, Strategy, Sanofi Pharma and (iii) Vice President, Alliance Management, Sanofi PharmaSanofi. The representatives of BMS shall be the persons serving from to time as the (i) Senior Vice President – CV/Met, (ii) Vice President – U.S. Finance, and (iii) Head of Global Alliances. If any such position has been modified or eliminated, the Party so affected shall appoint an individual whose position is substantially similar to the position so modified or eliminated. The Alliance Strategic License Steering Committee shall have the sole power, by a consensus of the representatives of Sanofi and BMS, to make any and all Alliance License Strategic Decisions and to resolve any deadlock or conflict arising among or within the Alliance License Functional Committees that has not been resolved by pursuant to the Alliance ManagementSupport Agreement.