Common use of Formation of JDC Clause in Contracts

Formation of JDC. Promptly after the Effective Date, the Parties will form a Joint Development Committee comprised of three (3) representatives of Ascendis and three (3) representatives of the Licensee for the first Research and Technical Development Plan (and will promptly form a JDC following agreement between the Parties in relation to each additional Research and Technical Development Plan). Ascendis agrees that it shall not have the right to nominate representatives of the Licensee to the JDC notwithstanding its ownership in the Licensee. One representative of the Licensee at the JDC will be selected to act as the chairperson of the JDC. The JDC will meet at least [***] ([***]) times per year during the term of a Research and Technical Development Plan. Such meetings may be conducted by videoconference, teleconference or in person, as agreed by the Parties. The JDC will agree upon the time and location of the meetings. The chairperson, or his or her designee, will circulate an agenda for each meeting approximately [***] before the date scheduled for the meeting, and will include all matters requested to be included on such agenda by either Party. The chairperson, or his or her designee, will take complete and accurate minutes of all discussions occurring at the JDC meetings and all matters decided upon at the meetings except that matters reflecting legal advice of counsel will not be included in such minutes. A copy of the draft minutes of each meeting will be provided to each Party by the chairperson, or his or her designee, after each meeting, and such minutes will be reviewed by the JDC members, any needed changes discussed and final minutes agreed to and provided to each Party within [***] ([***]) days after each meeting unless otherwise agreed. A reasonable number of additional representatives of a Party may attend meetings of the JDC in a non-voting capacity. Each Party is responsible for its personnel and travel costs and expenses associated with attending meetings.

Appears in 4 contracts

Samples: Exclusive Licence Agreement, Exclusive Licence Agreement (Ascendis Pharma a/S), Exclusive Licence Agreement (Ascendis Pharma a/S)

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Formation of JDC. Promptly after the Effective Date, the Parties will form a Joint Development Committee comprised of three (3) [***] representatives of Ascendis and three (3) [***] representatives of the Licensee for the first Research and Technical Development Plan (and will promptly form a JDC following agreement between the Parties in relation to each additional Research and Technical Development Plan). Ascendis agrees that it shall not have [***] Certain information in this document has been omitted and filed separately with the right to nominate representatives of the Licensee Securities and Exchange Commission. Confidential treatment has been requested with respect to the JDC notwithstanding its ownership in the Licenseeomitted portions. One representative of the Licensee at the JDC will be selected to act as the chairperson of the JDC. The JDC will meet at least [***] ([***]) times per year during the term of a Research and Technical Development Plan. Such meetings may be conducted by videoconference, teleconference or in person, as agreed by the Parties. The JDC will agree upon the time and location of the meetings. The chairperson, or his or her designee, will circulate an agenda for each meeting approximately [***] one (1) week before the date scheduled for the meeting, and will include all matters requested to be included on such agenda by either Party. The chairperson, or his or her designee, will take complete and accurate minutes of all discussions occurring at the JDC meetings and all matters decided upon at the meetings except that matters reflecting legal advice of counsel will not be included in such minutes. A copy of the draft minutes of each meeting will be provided to each Party by the chairperson, or his or her designee, after each meeting, and such minutes will be reviewed by the JDC members, any needed changes discussed and final minutes agreed to and provided to each Party within [***] thirty ([***]30) days after each meeting unless otherwise agreed. A reasonable number of additional representatives of a Party may attend meetings of the JDC in a non-voting capacity. Each Party is responsible for its personnel and travel costs and expenses associated with attending meetings.

Appears in 2 contracts

Samples: Exclusive Licence Agreement (Ascendis Pharma a/S), Exclusive Licence Agreement (Ascendis Pharma a/S)

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