Common use of Formation; Composition Clause in Contracts

Formation; Composition. Promptly following the first EOP2 Meeting for a Product Candidate, the Parties shall establish a Joint Supply Committee (the “JSC”). Each Party shall initially appoint three (3) representatives to the JSC, with each representative having knowledge and expertise in the manufacturing of products similar to the Products and having sufficient seniority within the applicable Party to make decisions arising with the scope of the JSC’s responsibilities. The JSC may change its size from time to time by mutual consent of its members, provided that the JSC shall consist at all times of an equal number of representatives of each of Reata and Xxxxxx. The JSC may invite non-members (including consultants and advisors of a Party who are under an obligation of confidentiality consistent with this Agreement) to participate in the discussions and meetings of the JSC, provided that such participants are involved in activities related to Product Candidates or Products and shall have no voting authority on the JSC. The JSC shall have a chairperson, who shall serve for a term of one year, and who shall be selected alternately, on an annual basis, by Reata or Xxxxxx. The initial chairperson for the Joint Supply Committee shall be selected by Xxxxxx. The role of the chairperson shall be to convene and preside at meetings of the JSC, to prepare and circulate agendas and to ensure the preparation of minutes, but the chairperson shall have no additional powers or rights beyond those held by the other JSC representatives. The JSC shall have a vice chairperson, who shall serve for a term of one year (and who then shall serve as chairperson), and who shall be selected alternately, on an annual basis, by Xxxxxx or Reata. The initial vice chairperson for the Joint Supply Committee shall be selected by Reata. The role of the vice chairperson shall be to consult with and assist the chairperson in the carrying out of the chairperson’s duties.

Formation; Composition. Promptly following the first EOP2 Meeting for designation of a Product Candidate, the Parties shall establish a Joint Supply Marketing Committee for such Product Candidate and Products containing such Product Candidate (the each, a “JSCJMC”). The Parties contemplate that there will be a separate JMC for each Product Candidate. Each Party shall initially appoint three (3) representatives to the JSCeach JMC, with each representative having knowledge and expertise in the manufacturing commercialization of products similar to the Products and having sufficient seniority within the applicable Party to make decisions arising with the scope of the JSCsuch JMC’s responsibilities. The JSC Each JMC may change its size from time to time by mutual consent of its members, provided that the JSC such JMC shall consist at all times of an equal number of representatives of each of Reata and Xxxxxx. The JSC Each JMC may invite non-members (including consultants and advisors of a Party who are under an obligation of confidentiality consistent with this Agreement) to participate in the discussions and meetings of the JSCsuch JMC, provided that such participants are involved in activities related to Product Candidates or Products and shall have no voting authority on the JSCsuch JMC. The JSC Each JMC shall have a chairperson, who shall serve for a term of one year, and who shall be selected alternately, on an annual basis, by Reata or Xxxxxx. The initial chairperson for the Joint Supply Committee JMC for the first Product Candidate shall be selected by Xxxxxx, and the initial chairperson for the JMC for the second Product Candidate shall be selected by Reata, with the initial chairperson for JMC for each later Product Candidate to be selected by alternating Parties. The role of the chairperson shall be to convene and preside at meetings of the JSCapplicable JMC, to prepare and circulate agendas and to ensure the preparation of minutes, but the chairperson shall have no additional powers or rights beyond those held by the other JSC JMC representatives. The JSC Each JMC shall have a vice chairperson, who shall serve for a term of one year (and who then shall serve as chairperson), and who shall be selected alternately, on an annual basis, by Xxxxxx or Reata. The initial vice chairperson for the Joint Supply Committee JMC for the first Product Candidate shall be selected by Reata, and the initial chairperson for the JMC for the second Product Candidate shall be selected by Xxxxxx, with the initial chairperson for JMC for each later Product Candidate to be selected by alternating Parties. The role of the vice chairperson shall be to consult with and assist the chairperson in the carrying out of the chairperson’s duties.

Formation; Composition. Promptly following the first EOP2 Meeting designation of a Product Candidate for a Product Candidateparticular Indication, the Parties shall establish a separate Joint Supply Development Committee for such Product Candidate (the each, a “JSCJDC”). The Parties contemplate that there will be a separate JDC for each Product Candidate. Each Party shall initially appoint three (3) representatives to the JSCeach JDC, with each representative having knowledge and expertise in the manufacturing development of products similar to the Products applicable Product Candidate and having sufficient seniority within the applicable Party to make decisions arising with the scope of the JSCeach JDC’s responsibilities, and at least one (1) of whom shall have expertise in regulatory affairs. The JSC Each JDC may change its size from time to time by mutual consent of its members, provided that the JSC each JDC shall consist at all times of an equal number of representatives of each of Reata and Xxxxxx. The JSC Each JDC may invite non-members (including consultants and advisors of a Party who are under an obligation of confidentiality consistent with this Agreement) to participate in the discussions and meetings of the JSCsuch JDC, provided that such participants are involved in activities related to Product Candidates or Products and shall have no voting authority on the JSCsuch JDC. The JSC Parties intend for one (1) representative of the applicable JMC from each Party to attend the regular JDC meetings. Each JDC shall have a chairperson, who shall serve for a term of one year, and who shall be selected alternately, on an annual basis, by Reata or Xxxxxx. The initial chairperson for the Joint Supply Committee JDC for the first Product Candidate shall be selected by Reata, and the initial chairperson for the JDC for the second Product Candidate shall be selected by Xxxxxx, with the initial chairperson for each later Product Candidate to be selected by alternating Parties. The role of the chairperson shall be to convene and preside at meetings of the JSCapplicable JDC, to prepare and circulate agendas and to ensure the preparation of minutes, but the chairperson shall have no additional powers or rights beyond those held by the other JSC JDC representatives. The JSC Each JDC shall have a vice chairperson, who shall serve for a term of one year (and who then shall serve as chairperson), and who shall be selected alternately, on an annual basis, by Xxxxxx or Reata. The initial vice chairperson for the Joint Supply Committee JDC for the first Product Candidate shall be selected by Xxxxxx, and the initial chairperson for the JDC for the second Product Candidate shall be selected by Reata, with the initial chairperson for each later Product Candidate to be selected by alternating Parties. The role of the vice chairperson shall be to consult with and assist the chairperson in the carrying out of the chairperson’s duties.

Formation; Composition. Promptly following the first EOP2 Meeting designation of a Product Candidate for a Product Candidateparticular Indication, the Parties shall establish a separate Joint Supply Development Committee for such Product Candidate (the “JSCeach, a “ JDC ”). The Parties contemplate that there will be a separate JDC for each Product Candidate. Each Party shall initially appoint three (3) representatives to the JSCeach JDC, with each representative having knowledge and expertise in the manufacturing development of products similar to the Products applicable Product Candidate and having sufficient seniority within the applicable Party to make decisions arising with the scope of the JSCeach JDC’s responsibilities, and at least one (1) of whom shall have expertise in regulatory affairs. The JSC Each JDC may change its size from time to time by mutual consent of its members, provided that the JSC each JDC shall consist at all times of an equal number of representatives of each of Reata and Xxxxxx. The JSC Each JDC may invite non-members (including consultants and advisors of a Party who are under an obligation of confidentiality consistent with this Agreement) to participate in the discussions and meetings of the JSCsuch JDC, provided that such participants are involved in activities related to Product Candidates or Products and shall have no voting authority on the JSCsuch JDC. The JSC Parties intend for one (1) representative of the applicable JMC from each Party to attend the regular JDC meetings. Each JDC shall have a chairperson, who shall serve for a term of one year, and who shall be selected alternately, on an annual basis, by Reata or Xxxxxx. The initial chairperson for the Joint Supply Committee JDC for the first Product Candidate shall be selected by Xxxxx, and the initial chairperson for the JDC for the second Specific terms in this Exhibit have been redacted because such terms are both not material and are of the type that the Company treats as private or confidential. These redacted terms have been marked in this Exhibit with three asterisks [***]. Product Candidate shall be selected by Xxxxxx, with the initial chairperson for each later Product Candidate to be selected by alternating Parties. The role of the chairperson shall be to convene and preside at meetings of the JSCapplicable JDC, to prepare and circulate agendas and to ensure the preparation of minutes, but the chairperson shall have no additional powers or rights beyond those held by the other JSC JDC representatives. The JSC Each JDC shall have a vice chairperson, who shall serve for a term of one year (and who then shall serve as chairperson), and who shall be selected alternately, on an annual basis, by Xxxxxx or Reata. The initial vice chairperson for the Joint Supply Committee JDC for the first Product Candidate shall be selected by Xxxxxx, and the initial chairperson for the JDC for the second Product Candidate shall be selected by Reata, with the initial chairperson for each later Product Candidate to be selected by alternating Parties. The role of the vice chairperson shall be to consult with and assist the chairperson in the carrying out of the chairperson’s duties.

Formation; Composition. Promptly following the first EOP2 Meeting for designation of a Product Candidate, the Parties shall establish a Joint Supply Marketing Committee for such Product Candidate and Products containing such Product Candidate (the “JSCeach, a “ JMC ”). The Parties contemplate that there will be a separate JMC for each Product Candidate. Each Party shall initially appoint three (3) representatives to the JSCeach JMC, with each representative having knowledge and expertise in the manufacturing commercialization of products similar to the Products and having sufficient seniority within the applicable Party to make decisions arising with the scope of the JSCsuch JMC’s responsibilities. The JSC Each JMC may change its size from time to time by mutual consent of its members, provided that the JSC such JMC shall consist at all times of an equal number of representatives of each of Reata and Xxxxxx. The JSC Each JMC may invite non-members (including consultants and advisors of a Party who are under an obligation of confidentiality consistent with this Agreement) to participate in the discussions and meetings of the JSCsuch JMC, provided that such participants are involved in activities related to Product Candidates or Products and shall have no voting authority on the JSCsuch JMC. The JSC Each JMC shall have a chairperson, who shall serve for a term of one year, and who shall be selected alternately, on an annual basis, by Reata or Xxxxxx. The initial chairperson for the Joint Supply Committee JMC for the first Product Candidate shall be selected by Xxxxxx, and the initial chairperson for the JMC for the second Product Candidate shall be selected by Xxxxx, with the initial chairperson for JMC for each later Product Candidate to be selected by alternating Parties. The role of the chairperson shall be to convene and preside at meetings of the JSCapplicable JMC, to prepare and circulate agendas and to ensure the preparation of minutes, but the chairperson shall have no additional powers or rights beyond those held by the other JSC JMC representatives. The JSC Each JMC shall have a vice chairperson, who shall serve for a Specific terms in this Exhibit have been redacted because such terms are both not material and are of the type that the Company treats as private or confidential. These redacted terms have been marked in this Exhibit with three asterisks [***]. term of one year (and who then shall serve as chairperson), and who shall be selected alternately, on an annual basis, by Xxxxxx or Reata. The initial vice chairperson for the Joint Supply Committee JMC for the first Product Candidate shall be selected by ReataXxxxx, and the initial chairperson for the JMC for the second Product Candidate shall be selected by Xxxxxx, with the initial chairperson for JMC for each later Product Candidate to be selected by alternating Parties. The role of the vice chairperson shall be to consult with and assist the chairperson in the carrying out of the chairperson’s duties.

Formation; Composition. Promptly following the first EOP2 Meeting for a Product Candidate, the Parties shall establish a Joint Supply Committee (the “JSC“ JSC ”). Each Party shall initially appoint three (3) representatives to the JSC, with each representative having knowledge and expertise in the manufacturing of products similar to the Products and having sufficient seniority within the applicable Party to make decisions arising with the scope of the JSC’s responsibilities. The JSC may change its size from time to time by mutual consent of its members, provided that the JSC shall consist at all times of an equal number of representatives of each of Reata and Xxxxxx. The JSC may invite non-members (including consultants and advisors of a Party who are under an obligation of confidentiality consistent 50 Specific terms in this Exhibit have been redacted because such terms are both not material and are of the type that the Company treats as private or confidential. These redacted terms have been marked in this Exhibit with three asterisks [***]. with this Agreement) to participate in the discussions and meetings of the JSC, provided that such participants are involved in activities related to Product Candidates or Products and shall have no voting authority on the JSC. The JSC shall have a chairperson, who shall serve for a term of one year, and who shall be selected alternately, on an annual basis, by Reata or Xxxxxx. The initial chairperson for the Joint Supply Committee shall be selected by Xxxxxx. The role of the chairperson shall be to convene and preside at meetings of the JSC, to prepare and circulate agendas and to ensure the preparation of minutes, but the chairperson shall have no additional powers or rights beyond those held by the other JSC representatives. The JSC shall have a vice chairperson, who shall serve for a term of one year (and who then shall serve as chairperson), and who shall be selected alternately, on an annual basis, by Xxxxxx or Reata. The initial vice chairperson for the Joint Supply Committee shall be selected by Reata. The role of the vice chairperson shall be to consult with and assist the chairperson in the carrying out of the chairperson’s duties.

Formation; Composition. Promptly following the first EOP2 Meeting for a Product Candidate, the The Parties shall establish a Joint Supply Committee Research and Development Incubator (the “JSC“ JRDI ”). The initial representatives of the JRDI are set forth on Schedule 2.4 . Each Party initially shall initially appoint three have four (34) representatives to the JSCJRDI, with each representative having knowledge and sufficient expertise in the manufacturing research and early stage development of products similar to the Products and having sufficient seniority within the applicable Party to make decisions arising with the scope of the JSCJRDI’s responsibilities, including one (1) research and discovery leader, one (1) pre-clinical leader, one (1) clinical leader and one (1) regulatory leader from each Party who have multi-therapeutic responsibilities within such Party. The JSC JRDI may change its size from time to time by mutual consent of its members, provided that the JSC JRDI shall consist at all times of an equal number of representatives of each of Reata and Xxxxxx. The JSC JRDI may invite non-members (including consultants and advisors of a Party who are under an obligation of confidentiality consistent Specific terms in this Exhibit have been redacted because such terms are both not material and are of the type that the Company treats as private or confidential. These redacted terms have been marked in this Exhibit with three asterisks [***]. with this Agreement) to participate in the discussions and meetings of the JSCJRDI, provided that such participants are involved in activities related to Product Candidates or Products the Research Collaboration and shall have no voting authority on at the JSCJRDI. The JSC JRDI shall have a chairperson, who shall serve for a term of one year, and who shall be selected alternately, on an annual basis, by Reata or Xxxxxx. The initial chairperson for the Joint Supply Committee shall be selected by XxxxxxXxxxx. The role of the chairperson shall be to convene and preside at meetings of the JSCJRDI, to prepare and circulate agendas and to ensure the preparation of minutes, but the chairperson shall have no additional powers or rights beyond those held by the other JSC JRDI representatives. The JSC JRDI shall have a vice chairperson, who shall serve for a term of one year (and who then shall serve as chairperson), and who shall be selected alternately, on an annual basis, by Xxxxxx or Reata. The initial vice chairperson for the Joint Supply Committee shall be selected by ReataXxxxxx. The role of the vice chairperson shall be to consult with and assist the chairperson in the carrying out of the chairperson’s duties.