Common use of Committee Decision and Dispute Resolution Clause in Contracts

Committee Decision and Dispute Resolution. Sublicensee shall be solely responsible for making final decisions arising out of the JSC, JDT or such other committee(s) as may be established (“Other Committee(s)”). Notwithstanding the foregoing, in the event that Sublicensor has a commercially reasonable belief that action to be taken by Sublicensee is reasonably likely to have a material adverse impact on its activities, or the activities of its sublicensees, outside the Sublicense Territory, Sublicensor shall notify Sublicensee of such belief. In case Sublicensee disagrees with such belief by Sublicensor, and the JSC, JDT or Other Committee fails to reach unanimous agreement on such a matter and that disagreement cannot be resolved within a period of fifteen (15) business days following the meeting of the JSC, JDT or Other Committee, the matter shall be referred to the Chief Executive Officer of Keryx and to the President of the JT Pharmaceutical Division for discussion and, if not resolved in such manner, shall be subject to Arbitration pursuant to Article 19.

Committee Decision and Dispute Resolution. Sublicensee shall be solely responsible for making final decisions arising out of the JSC, JDT or such other committee(s) as may be established (“Other Committee(s)”). Notwithstanding the foregoing, in the event that Sublicensor has a commercially reasonable belief that action to be taken by Sublicensee is reasonably likely to have a material adverse impact on its activities, or the activities of its sublicensees, outside the Sublicense Territory, Sublicensor shall notify Sublicensee of such belief. In case Sublicensee disagrees with such belief by Sublicensor, and the JSC, JDT or Other Committee fails to reach unanimous agreement on such a matter and that disagreement cannot be resolved within a period of fifteen (15) business days following the meeting of the JSC, JDT or Other Committee, the matter shall be referred to the Chief Executive Officer of Keryx and to the President of the JT Pharmaceutical Division for discussion and, if not resolved in such manner, shall be subject to Arbitration pursuant to Article 19. *****Confidential Material redacted and filed separately with the Commission.