Formation and Membership Clause Samples
The 'Formation and Membership' clause defines how an organization or group is established and who is eligible to become a member. It typically outlines the steps required to form the entity, such as filing necessary documents or meeting specific criteria, and details the qualifications, application process, and rights of members. This clause ensures clarity and structure in the creation and ongoing composition of the organization, helping to prevent disputes over legitimacy or membership eligibility.
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Formation and Membership. Within [**] after the Effective Date, Ipsen and Lexicon shall establish a joint commercialization committee (the “JCC”) comprised of appropriate representatives of Ipsen and Lexicon, each of whom shall have experience and seniority sufficient to enable him or her to make day-to-day operational decisions on behalf of the Party he or she represents. Each Party may change any one or more of its representatives on the JCC at any time upon written notice to the other Party. Lexicon’s participation on the JCC after [**] shall be at Lexicon’s election. From time to time, the JCC may, in its discretion, establish one or more project teams, to, upon mutual agreement of the Parties, implement and coordinate various aspects of the Commercialization Plan.
Formation and Membership. As soon as practicable (but not later than sixty (60) days) following the Effective Date, the Parties will establish a joint steering committee (the “JSC”), comprised of [***] representatives of Moderna (or its Affiliate) and [***] representatives of Merck (or its Affiliate). Each JSC member will be a senior development leader or have similar experience and expertise as a senior development leader. Each Party may replace its representatives on the JSC at any time upon written notice to the other Party. With the consent of the other Party (such consent not to be unreasonably withheld, delayed or conditioned), each Party may invite non-voting employees and consultants to attend meetings of the JSC, subject to their agreement to be bound to the same extent as a permitted subcontractor under Section 2.12.
Formation and Membership. Promptly after the Effective Date, Alexion and XOMA will each appoint three (3) representatives to the Joint Management Committee. The JMC will meet quarterly or as otherwise mutually agreed. The JMC will assure that agendas and minutes are prepared for each of its meetings. All actions taken and decisions made by the JMC shall be by unanimous agreement. A Party may change any of its appointments to the JMC at any time upon giving written notice to the other Party. The JMC does not itself have the authority to amend this Agreement in any manner that would require the separate approval of authorized officers of the respective Parties.
Formation and Membership. 1 1.1 Formation.........................................................1 1.2 Members...........................................................1 1.3 Management........................................................1 ARTICLE 2. OFFICES, NAME, ETC................................................2 2.1 Principal Office..................................................2 2.2 Registered Office; Resident Agent.................................2 2.3 Name..............................................................2 2.4 Term..............................................................2 2.5 Business Ventures.................................................2
Formation and Membership. Pursuant to the Original Agreement, the Parties have established a joint committee to oversee the POC Programs (the “POC Committee”), comprised of [***] representatives of Moderna (or its Affiliate) and [***] representatives of Merck (or its Affiliate). Each POC Committee member will be a senior development leader or have similar experience and expertise as a senior development leader. Each Party may replace its representatives on the POC Committee at any time upon written notice to the other Party. With the consent of the other Party (such consent not to be unreasonably withheld, delayed or conditioned), each Party may invite non-voting employees and consultants to attend meetings of the POC Committee, subject to their agreement to be bound to the same extent as a permitted subcontractor under Section 10.4.
Formation and Membership. Following the Implementation Date, the Parties will establish a joint steering committee (the “Joint Steering Committee” or “JSC”), comprised of [***] representatives of Moderna and [***] representatives of AstraZeneca. Each JSC member will be a senior development leader or have similar experience and expertise as a senior development leader. Each Party may replace its representatives on the JSC at any time upon written notice to the other Party. With the consent of the other Party (such consent not to be unreasonably withheld, delayed or conditioned), each Party may invite non-voting employees and consultants to attend meetings of the JSC, subject to their agreement to be bound to the same extent as a permitted subcontractor under Section 2.10. Program Directors will attend JSC meetings as participating non-members.
Formation and Membership. Within twenty (20) Business Days after the Effective Date, Sanofi and Rib-X will establish a joint steering committee (the “JSC” or “Joint Steering Committee”). The JSC will be comprised of three (3) members from Sanofi and three (3) members from Rib-X, or such other number, maintaining equal representation, as the Parties mutually agree, each such member appointed by a Party to have an appropriate level of decision making authority within such Party’s organization. Each Party may change any one or more of its representatives to the JSC at any time upon written notice to the other Party. From time to Portions of this Exhibit, indicated by the ▇▇▇▇ “[***],” were omitted and have been filed separately with the Secretary of the Commission pursuant to the Registrant’s application requesting confidential treatment pursuant to Rule 406 of the Securities Act of 1933, as amended. time, the JSC may, in its discretion, establish one or more subcommittees or project teams to coordinate and monitor particular projects or activities over which the JSC has authority, as the JSC deems necessary or advisable, each of which will report to the JSC and, unless otherwise agreed upon by the JSC, the provisions of this Article III will apply to such subcommittee to the same extent as such provisions apply to the JSC.
Formation and Membership. The parties shall continue to maintain a Supply Chain Committee (the “Supply Chain Committee”) during the Supply Term. The Supply Chain Committee shall consist of representatives appointed by each party. The Supply Chain Committee will provide a forum for the discussion of matters related to the Manufacture of and supply chain for the Drug Substance and Licensed Product.
Formation and Membership. Within [**] days after the Effective Date, Chiesi and uniQure shall establish, as a subcommittee of the JSC, a joint commercialization committee (the “JCC”) to manage the overall relationship between the Parties under this Agreement. The JCC shall be comprised of [**] executives or senior employees of Chiesi and [**] executives or senior employees of uniQure with appropriate experience and level of decision-making authority. From time to time, the Parties may establish one or more subcommittees of the JCC to oversee particular projects or activities (e.g., regulatory, supply, forecast, global brand integration). Each such subcommittee shall be comprised of an equal number of representatives from each Party with appropriate experience and level of decision-making authority. Each subcommittee shall meet with a frequency to be agreed on by the Parties. Each Party may change any one or more of its representatives on the JCC or any subcommittee at any time upon written notice to the other Party.
Formation and Membership. Within [**] days after the Effective Date, MERRIMACK and PEI shall establish a joint development committee (the “JDC”). The JDC shall be comprised of [**] representatives of MERRIMACK and [**] representatives of PEI, each of whom shall have appropriate experience and level of decision-making authority. Each Party may change any one or more of its representatives on the JDC at any time upon written notice to the other Party. From time to time, the JDC may, in its discretion, establish one or more project teams, to, upon mutual agreement of the Parties, implement and coordinate various aspects of the Development Plan or other elements of the collaboration hereunder, such as coordination of patent prosecution or enforcement matters as contemplated in Article X.