Committees/Management Sample Clauses

Committees/Management. The Parties agree to establish, for the purposes specified herein, a Joint Commercialization Committee and such other Committees as the Parties may from time to time determine to be necessary or desirable. The Parties acknowledge and agree that, notwithstanding any other provision hereof, none of the Committees formed or to be formed under this Agreement shall have the power to amend, modify, waive compliance with or otherwise alter any of the terms or conditions of this Agreement.
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Committees/Management. (a) The Parties agree to establish, for the purposes specified herein, a Joint Steering Committee, a Joint Development Committee, and a Joint Commercialization Committee. The Parties or such Committees will establish, as sub-committees of the Joint Commercialization Committee, for each Co-Commercialization Country, a Joint Country Commercialization Sub-Committee (each a “Joint Country Commercialization Sub-Committee”). The Parties may agree to establish a Joint Technical Transfer Committee as a sub-committee of the JSC. The roles and responsibilities of each Committee are set forth in this Agreement and may be further designated by the JSC and, in the case of the Joint Country Commercialization Sub-Committee, the Joint Commercialization Committee. Each Party shall bear its own costs associated with its participation in the Committees, and such costs shall not be included in Development Costs or Shared Promotion Expenses. (b) Each of the Committees and the Executive Officers shall exercise their decision-making authority hereunder in good faith and in a commercially reasonably manner for the purpose of optimizing the commercial potential of and financial returns from the VEGF Products consistent with other products at a similar stage in development or product life and of similar market potential and without regard to any other pharmaceutical product in Development or being Commercialized or sold by or through a Party or any of its Affiliates (the “Collaboration Purpose”). The Parties acknowledge and agree that none of the Committees or the Executive Officers shall have the power to amend any of the terms or conditions of this Agreement, other than by mutual agreement of the Parties as set forth in Section 20.5.
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Committees/Management. The Parties agree to establish, for the purposes specified herein, a Joint Steering Committee (the "JSC"), a Joint Development Committee (the "JDC"), a Joint Commercialization Committee (the "JCC"), CRCCs to the extent provided in Section 3.5, and such other commercialization sub-committee as JCC shall deem to be appropriate, a Joint Manufacturing Committee ("JMC"), a Joint Finance Committee (the "JFC") and such other Committees as the Parties deem appropriate. The JSC, JDC, JFC and JMC shall each be established within thirty (30) days after the Effective Date. The JCC shall be established at least two (2) years prior to the anticipated filing date for Marketing Approval for the first Licensed Product under this Agreement. It is understood that the Parties may wish to establish multiple Committees reporting to the JSC, JDC, and JCC with responsibility for different Licensed Products. The roles and responsibilities of each Committee are set forth in this Agreement (or as may be determined by the JSC for Committees established in the future and not described herein) and may be further designated by the JSC. From time to time, each Committee may establish working groups (each, a "Working Group") to oversee particular projects or activities, and each such Working Group shall be constituted and shall operate as the Committee which establishes the Working Group determines.
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Committees/Management. (a) The Parties agree promptly after execution of this Agreement to establish a Joint Development Committee, a Joint Marketing Committee and a Joint Manufacturing and Supply Committee. During the Term, the Parties may establish such other Committees and/or sub-committees as are necessary or desirable to facilitate the Parties performance under this Agreement and the Ancillary Agreements, specifically including the Brand Team. Each Committee shall have two (2) co-chairpersons, one (1) designated by each of ALMIRALL and FOREST. (b) The Parties agree that each Party shall have one (1) vote in each Committee, regardless of the number of members effectively appointed by each Party. The number of members foreseen for a Committee shall always be considered a maximum. A member of a Committee shall be able to be concurrently a member of another Committee. All decisions of any of the Committees shall be adopted by unanimous vote of the co-chairpersons, each having one vote. A Party may change any of its members (including its co-chairperson) in any of the Committees at any time upon written notice to the other Party. The presence of at least the co-chairperson representing each Party shall constitute a quorum. Notwithstanding Section 4.2(d.1), meetings of a Committee can also be called at any time if requested at least by one co-chairperson in such Committee by written notice, including the corresponding agenda of the meeting, sent to the other co-chairperson at least [***] days prior to the date of celebration of each meeting. Both Parties understand that reasonable flexibility to set meeting dates and schedules shall be necessary in view of possible previous commitments in each Party's agenda; therefore, several different dates shall be proposed for each meeting, whenever possible. The Parties may agree to hold the meetings via videoconference or teleconference, but periodically certain meetings shall be held in person. Either Party shall have the right to participate in special meetings via videoconference or teleconference. Subject to appropriate confidentiality undertakings where applicable and reasonable advance notice to the other Party, additional participants may be invited by any member of a Committee to attend meetings of the relevant Committee where relevant in light of the agenda topics (e.g., representatives of regulatory affairs, technical development, technical operations or outside consultants). Such additional participants shall not be deemed, or h...
Sample 1
Committees/Management. The Parties agree to establish, for the purposes specified herein, a Joint Steering Committee (the “JSC”), a Joint Development Committee (the “JDC”), a Joint Commercialization Committee (the “JCC”), CRCCs to the extent provided in Section 3.5, and such other commercialization sub-committee as JCC shall deem to be appropriate, a Joint Manufacturing Committee (“JMC”), a Joint Finance Committee (the “JFC”) and such other Committees as the Parties deem appropriate. The JSC, JDC, JFC and JMC shall each be established within thirty (30) days after the Effective Date. The JCC shall be established at least two (2) years prior to the anticipated filing date for Marketing Approval for the first Licensed Product under this Agreement. The roles and responsibilities of each Committee are set forth in this Agreement (or as may be determined by the JSC for Committees established in the future and not described herein) and may be further designated by the JSC. From time to time, each Committee may establish working groups (each, a “Working Group”) to oversee particular projects or activities, and each such Working Group shall be constituted and shall operate as the Committee which establishes the Working Group determines.
Sample 1
Committees/Management. The Parties agree to establish, for the purposes specified herein, a Joint Steering Committee (the “JSC”), a Joint Development Committee (the “JDC”), a Joint Commercialization Committee (the “JCC”), a Joint Finance Committee (the “JFC”) and such other Committees as the Parties deem appropriate. The roles and responsibilities of each Committee are set forth in this Agreement (or as may be determined by the JSC for Committees established in the future) and may be further designated by the JSC. From time to time, each Committee may establish working groups (each, a “Working Group”) to oversee particular projects or activities, and each such Working Group shall be constituted and shall operate as the Committee which establishes the Working Group determines.
Sample 1
Committees/Management. (a) The Parties agree to establish, for the purposes specified herein and/or in any applicable Ancillary Agreement, a Joint Steering Committee, a Joint Operating Committee and, as sub-committees of the Joint Operating Committee, a U.S. Joint Commercialization Committee, a Finance Sub-Committee and an Intellectual Property Sub-Committee ("IPSC"). The Parties may also agree, through the Joint Operating Committee, to establish, as sub-committees of the Joint Operating Committee, a Joint Development Sub-Committee, a Joint Regulatory Sub-Committee, a Joint Commercialization Sub-Committee, and, for each other Co-Commercialization Country, a Country Joint Commercialization Sub-Committee. Each Party shall bear its own costs associated with its participation in the Committees, and such costs shall not be included in the Development Costs or Shared Promotion Expenses. (b) Each of the Committees and the Executive Officers shall exercise their decision-making authority hereunder in good faith and in a commercially reasonably manner for the purpose of optimizing the commercial potential of and financial returns from the IL-1 Products without regard to any other pharmaceutical product including, without limitation, any Trap-1 Product, IL-1 Antibody Product, or Trap-2 Product which has not been elected or for which this Agreement has been terminated with respect to such product in Development or being Commercialized or sold by or through a Party (the "Collaboration Purpose"). The Parties acknowledge and agree that none of the Committees or the Executive Officers shall have the power to amend any of the terms or conditions of this Agreement or any of the Ancillary Agreements, other than by mutual agreement of the Parties as set forth in Section 20.5. (c) [*********************************************]. No such disputes (other than disputes resolved in a manner inconsistent with this Agreement or any Ancillary Agreement and Legal Disputes) shall be subject to any dispute resolution mechanism or procedure other than pursuant to this Article III.
Sample 1
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Committees/Management. The Parties agree to establish, for the purposes specified herein and/or in any applicable Ancillary Agreement, a Joint Steering Committee, a Joint Operating Committee and, as sub-committees of the Joint Operating Committee, a U.S. Joint Commercialization Committee, a Finance Sub-Committee and an Intellectual Property Sub-Committee ("IPSC"). The Parties may also agree, through the Joint Operating Committee, to -20- <PAGE> establish, as sub-committees of the Joint Operating Committee, a Joint Development Sub-Committee, a Joint Regulatory Sub-Committee, a Joint Commercialization Sub-Committee, and, for each other Co-Commercialization Country, a Country Joint Commercialization Sub-Committee. Each Party shall bear its own costs associated with its participation in the Committees, and such costs shall not be included in the Development Costs or Shared Promotion Expenses.
Sample 1

Related to Committees/Management

  • Labour Management Committee (a) Where the parties mutually agree that there are matters of mutual concern and interest that would be beneficial if discussed at a Labour Management Committee Meeting during the term of this Agreement, the following shall apply. (b) An equal number of representatives of each party as mutually agreed shall meet at a time and place mutually satisfactory. A request for a meeting hereunder will be made in writing prior to the date proposed and accompanied by an agenda of matters proposed to be discussed, which shall not include matters that are properly the subject of grievance or negotiations for the amendment or renewal of this agreement. Any representative(s) attending such meetings during their regularly scheduled hours of work shall not lose regular earnings as a result of such attendance. (c) It is agreed that the topic of a rehabilitation program for drug and alcohol abuse is an appropriate topic for the Labour-Management Committee. It is also agreed that the topic of the utilization of full-time and part-time staff is an appropriate topic for the Labour-Management Committee. The committee shall have access to work schedules and job postings upon request. (d) It is understood that joint meetings with other Labour-Management Committees in the Hospital may be scheduled concerning issues of mutual interest if satisfactory to all concerned. (e) Where two or more agreements exist between a Hospital and CUPE the Committee may be a joint one representing employees under both agreements, unless otherwise agreed.

  • Committees of the Board The Board of Managers may from time to time appoint such standing or special committees as it may deem for the best interest of the Company, but no such committee shall have any powers, except such as are expressly conferred upon it by the Board of Managers.

  • Executive Management The PH-MCO must include in its Executive Management structure: • A full-time Administrator with authority over the entire operation of the PH-MCO. • A full-time HealthChoices Program Manager to oversee the operation of the Agreement, if different than the Administrator. • A full-time Medical Director who is a current Pennsylvania-licensed physician. The Medical Director must be actively involved in all major clinical program components of the PH-MCO and directly participates in the oversight of the SNU, QM Department and UM Department. The Medical Director and his/her staff/consultant physicians must devote sufficient time to the PH-MCO to provide timely medical decisions, including after-hours consultation, as needed. • A full-time Pharmacy Director who is a current Pennsylvania-licensed pharmacist. The Pharmacy Director oversees the outpatient drug management and serves on the PH-MCO P&T Committee. • A Dental Director who is a current Pennsylvania-licensed Doctor of Dental Medicine or Doctor of Dental Surgery. The Dental Director may be a consultant or employee but must be available at a minimum of 30 hours per week. The Dental Director must be actively involved in all program components related to dental services including, but not limited to, dental provider recruitment strategy, assessment of dental network adequacy, providing oversight and strategic direction in the quality of dental services provided, actively engaged in the development and implementation of quality initiatives, and monitor the performance of the dental benefit manger if dental benefits are subcontracted. A full-time Director of Quality Management who is a Pennsylvania- licensed RN, physician or physician's assistant or is a Certified Professional in Healthcare Quality by the National Association for Healthcare Quality Certified in Healthcare Quality and Management by the American Board of Quality Assurance and Utilization Review Providers. The Director of Quality Management must be located in Pennsylvania and have experience in quality management and quality improvement. Sufficient local staffing under this position must be in place to meet QM Requirements. The primary functions of the Director of Quality Management position are: • Evaluate individual and systemic quality of care • Integrate quality throughout the organization • Implement process improvement • Resolve, track, and trend quality of care complaints • Develop and maintain a credentialed Provider network • A full-time CFO to oversee the budget and accounting systems implemented by the PH-MCO. The CFO must ensure the timeliness and accuracy of all financial reports. The CFO shall devote sufficient time and resources to responsibilities under this Agreement. • A full-time Information Systems Coordinator, who is responsible for the oversight of all information systems issues with the Department. The Information Systems Coordinator must have a good working knowledge of the PH-MCO's entire program and operation, as well as the technical expertise to answer questions related to the operation of the information system. • These full time positions must be solely dedicated to the PA HealthChoices Program.

  • Committees of Managers (a) The Managers may, by resolution passed by a majority of the Managers, designate one or more committees, each committee to consist of one or more of the Managers. The Managers may designate one or more Managers as alternate members of any committee, who may replace any absent or disqualified member at any meeting of the committee. (b) In the absence or disqualification of a member of a committee, the member or members thereof present at any meeting and not disqualified from voting, whether or not such members constitute a quorum, may unanimously appoint another Manager to act at the meeting in the place of any such absent or disqualified member. Any such committee, to the extent provided in the resolution of the Managers, shall have and may exercise all the powers and authority of the Managers in the management of the business and affairs of the Company. Such committee or committees shall have such name or names as may be determined from time to time by resolution adopted by the Managers. Each committee shall keep regular minutes of its meetings and report the same to the Managers when required.

  • Committees of the Board of Directors (a) The Board of Directors, by resolution adopted by a majority of the full Board of Directors, may designate from among its members one or more committees (in addition to those listed below), each of which shall be comprised of one or more of its members, and may designate one or more of its members as alternate members of any committee, who may, subject to any limitations by the Board of Directors, replace absent or disqualified members at any meeting of that committee. Any such committee, to the extent provided in such resolution or in the Articles of Incorporation or these Bylaws, shall have and may exercise all of the authority of the Board of Directors to the extent permitted by the NRS, including, without limitation, the power and authority to declare a dividend, to authorize the issuance of stock or to adopt a plan of merger pursuant to Section 78.125 of the NRS. Any such committee may authorize the seal of the Company to be affixed to all papers which may require it. In addition to the above, such committee or committees shall have such other powers and limitations of authority as may be determined from time to time by resolution adopted by the Board of Directors. (b) The Board of Directors shall have the power at any time to change the membership of any such committee and to fill vacancies in it. A majority of the number of members of any such committee shall constitute a quorum for the transaction of business unless a greater number is required by a resolution adopted by the Board of Directors. The act of the majority of the members of a committee present at any meeting at which a quorum is present shall be the act of such committee, unless the act of a greater number is required by a resolution adopted by the Board of Directors. Each such committee may elect a chairman and appoint such subcommittees and assistants as it may deem necessary. Except as otherwise provided by the Board of Directors, meetings of any committee shall be conducted in accordance with Paragraphs 3.4, 3.5, 3.6, 3.7, 3.8, 3.9 and 7.3 hereof. In the absence or disqualification of a member of a committee, the member or members present at any meeting and not disqualified from voting, whether or not constituting a quorum, may unanimously appoint another member of the Board of Directors to act at the meeting in the place of the absent or disqualified member. Any member of any such committee elected or appointed by the Board of Directors may be removed by the Board of Directors whenever in its judgment the best interests of the Company will be served thereby, but such removal shall be without prejudice to the contract rights, if any, of the person so removed. Election or appointment of a member of a committee shall not of itself create contract rights. (c) Any action taken by any committee of the Board of Directors shall promptly be recorded in the minutes and filed with the Secretary. (d) Notwithstanding anything herein contained to the contrary, the composition and powers of any committee of the Board of Directors are expressly subject to the requirements of any stock exchange or quotation system on which the capital stock of the Company is traded or quoted, or the Exchange Act.

  • COMMITTEES AND REPRESENTATIVES C-1 The parties agree that nurse representatives and committee members as provided for in Article 6, may be from either the full-time or part-time Bargaining Unit, and shall represent both Bargaining Units. It is understood that the total number of nurses as nurse representatives or committee members shall not exceed the following:

  • Delegation; Committees The Trustees shall have the power, consistent with their continuing exclusive authority over the management of the Trust and the Trust Property, to delegate from time to time to such of their number or to officers, employees or agents of the Trust the doing of such things, including any matters set forth in this Declaration, and the execution of such instruments either in the name of the Trust or the names of the Trustees or otherwise as the Trustees may deem expedient. The Trustees may designate one or more committees which shall have all or such lesser portion of the authority of the entire Board of Trustees as the Trustees shall determine from time to time except to the extent action by the entire Board of Trustees or particular Trustees is required by the 0000 Xxx.

  • Board Committees The Director hereby agrees to sit in the relevant committees of the Board and to perform all of the duties, services and responsibilities necessary thereunder.

  • – UNION COMMITTEES AND REPRESENTATIVES 6.01 The Employer will recognize the following: (a) Two (2)

  • Committees The Parties agree on establishing Committees in the following matters: (a) Trade in Goods; (b) Trade in Services; (c) Investment; (d) Sanitary and Phytosanitary Measures; (e) Technical Barriers to Trade; (f) Trade Facilitation; (g) Rules of Origin; and (h) Cooperation, including Intellectual Property. 2. The Free Trade Commission may create additional Committees, if needed. The Committees on Sanitary and Phytosanitary Measures, Technical Barriers to Trade and Rules of Origin shall coordinate their tasks with those of the Committee on Trade in Goods.

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