JCC Meetings. The JCC shall meet [***], provided that as of and after the beginning of the Calendar Year immediately preceding the anticipated First Commercial Sale of a Collaboration Product, the JCC shall meet [***] per Calendar Quarter, or more frequently as the Parties may agree, in accordance with a schedule established by mutual written agreement of the Parties, with the location for such meetings alternating between Moderna and Merck facilities (or such other location as may be determined unanimously by the JCC members). Alternatively, the JCC may meet by means of teleconference, videoconference or other similar communications equipment. Each Party shall bear its own expenses related to the attendance of such meetings by its representatives.
JCC Meetings. The JCC shall meet […***…] per year, or more or less frequently as agreed by the Parties. The first meeting of the JCC shall be held within twenty (20) calendar days of the later of (a) the NDA Filing date for the first NDA for the Co-Promoted Product to which Ambit as previously exercised its Co-promotion Option or (b) the effective date agreed to by the Parties for the Co-Promotion Agreement. The JCC may meet in person, or by teleconference, videoconference or other similar means as requested by a Party (but provided that at least one meeting will be in person each Calendar Year). Information exchanged at JCC meetings and decisions reached by the JCC shall be recorded in minutes of the meetings. The chairperson of the JCC shall be responsible for preparing and circulating to the JCC members a draft of the minutes, for review and comment. The chairperson shall seek to include in the minutes all accurate comments. Such minutes shall become final when approved by both Parties. Each Party shall bear its own expenses and the expenses of its representatives related to the attendance at JCC meetings, none of which expenses shall be deemed included in the Annual U.S. Profit/Loss.
JCC Meetings. JCC meetings shall be held at least [ * ]. With the consent of the representatives of each Party serving on the JCC, other representatives of each Party may attend meetings as nonvoting observers (provided such nonvoting observers have confidentiality obligations to such Party that are at least as stringent as those set forth in this Agreement). A JCC meeting may be held by audio, video or internet teleconference with the consent of each Party, but at least half (1/2) of the minimum number of meetings in each year shall be held in person, in South San Francisco, California. Meetings of the JCC shall be effective only if at least one (1) representative of each Party is present or participating. Each Party shall be responsible for all of its own expenses of participating in the JCC meetings. The Parties will alternate hosting the meeting, and the Party hosting is responsible for preparing and circulating the minutes of the JCC meetings.
JCC Meetings. The JCC shall meet twice per Calendar Year (except in the Calendar Year immediately preceding the anticipated First Commercial Sale of an NGM Optioned Product that NGM is Co-Detailing and during the Calendar Year of such First Commercial Sale, during which Calendar Years the JCC shall meet once per Calendar Quarter), or more frequently as the Parties may agree, in accordance with a schedule established by mutual written agreement of the Parties, with the location for such meetings alternating between NGM and Merck facilities (or such other location as may be determined unanimously by the JCC members). Alternatively, the JCC may meet by means of teleconference, videoconference or other similar communications equipment. Each Party shall bear its own expenses related to the attendance of such meetings by its representatives.
JCC Meetings. (i) The JCC shall meet on a regular basis, no less than [ * ] (unless mutually agreed otherwise), either in-person or by any means of communication as the members deem necessary or appropriate, including by telephone, videoconference or similar means in which each participant can hear what is said, and be heard, by the other participants; provided that the JCC shall meet as and when necessary to review and approve, on a timely basis, all Commercialization Plans and any amendments or updates thereto. Unless otherwise agreed by the Parties, at least [ * ] meetings of the JCC per year (beginning on the Effective Date) shall be in-person and all such in-person meetings shall be held on an alternating basis between Eagle’s and Spectrum’s U.S. facilities, with the first in-person meeting to be held at Eagle’s U.S. facilities. Either Party may also call a special meeting of the JCC (by videoconference, teleconference, or in person) by providing at least five (5) business days’ prior written notice to the other Party if such Party reasonably believes that a significant matter must be addressed prior to the next scheduled meeting.
(ii) Each Party may, upon prior notice to the other Party: (1) have representative(s) from its organization attend JCC meetings as regular participants and (2) invite other subject matter experts to any JCC meeting on an as needed basis; provided, however, that such attendees (A) shall not vote or otherwise participate in the decision-making process of the JCC and (B) shall be bound by obligations of confidentiality and non-use equivalent to those set forth in Article 10. Each Party shall bear its own personnel and travel costs and expenses relating to its participation in the JCC and attendance at any JCC meetings.
JCC Meetings. The JCC shall meet at least once per [***], unless otherwise agreed between the JCC members. Either Party may also call a special meeting of the JCC (by videoconference or teleconference) by at least [***] calendar days prior written notice to the other Party in the event such Party reasonably believes that a significant matter must be addressed prior to the next scheduled meeting. The JCC may meet in person, by videoconference, or by teleconference. There shall be at least one (1) meeting in person per year. In-person JCC meetings shall be held at locations alternately selected by MorphoSys and by COMPANY. Meetings of the JCC shall be effective only if both JCC representatives of each Party are present or participating in such meeting. Each Party shall report to the JCC on all material issues relating to the Commercialization of Products promptly after such issues arise. Each Party shall bear the expense of its respective JCC members’ participation in JCC meetings. The chairperson shall be responsible for preparing reasonably detailed written minutes of JCC meetings that reflect all discussions held at such meetings. The JCC chairperson shall send meeting minutes to each member of the JCC for review and approval within [***] Business Days after each JCC meeting. Minutes shall be deemed approved unless one or more members of the JCC object to the accuracy of such minutes within [***] Business Days of receipt.
JCC Meetings. During the first year after the Effective Date, the JCC shall meet at least once; provided that the JCC will hold an in-person meeting to establish the JCC’s operating procedures no less than [*] after the Effective Date. Thereafter, unless otherwise agreed by the Parties, the JCC shall meet no less than [*], provided that [*] prior to the anticipated First Dosing, the JCC shall meet no less than [*]. Additional meetings of the JCC may be held with the consent of each Party (such consent not to be unreasonably withheld, conditioned or delayed), or as required under this Agreement.
JCC Meetings. The JCC will hold meetings (either in person or by teleconference) at such times and places as the co-chairpersons may reasonably determine, provided that, unless the Parties agree otherwise, the JCC will meet quarterly. Each Party will bear its own costs associated with attending meetings. Each individual attending any JCC meeting hereunder (whether as a JCC member or invitee) shall be bound by written non-use, non-disclosure terms and conditions at least as restrictive as those set forth in this Agreement with respect to the Confidential Information of the other Party (for clarity, this may be through employment agreements with such individuals).
JCC Meetings. Meetings of the JCC shall be held in the same manner and follow the same procedures for the JSC as set forth in Section 2.3.”
JCC Meetings. The JCC shall meet twice per Calendar Year (except in the Calendar Year immediately preceding the anticipated First Commercial Sale of an NGM Optioned Product that NGM is Co-Detailing and during the Calendar Year of such First Commercial Sale, during which Calendar Years the JCC shall meet once per Calendar Quarter), or more frequently as the Parties may agree, in accordance with a schedule established by mutual written agreement of the Parties, with the location for such meetings alternating between NGM and Merck facilities (or such other location as may be determined unanimously [*] = Certain confidential information contained in this document, marked by brackets, has been omitted and filed separately with the Securities and Exchange Commission pursuant to Rule 406 of the Securities Act of 1933, as amended. by the JCC members). Alternatively, the JCC may meet by means of teleconference, videoconference or other similar communications equipment. Each Party shall bear its own expenses related to the attendance of such meetings by its representatives.
