Joint Commercialization Team Clause Samples

Joint Commercialization Team. (a) For each Project, prior to the Opt-Out-Date, the marketing and selling of Product in the Territory shall be overseen by a committee initially composed of four members (which may be adjusted by the JCT from time-to-time as long as there remains an even number of members), with MedImmune appointing one-half of the members and Infinity one-half of the members (the “JCT”), with a member appointed by MedImmune being Chairman of the JCT. MedImmune and Infinity may also appoint such non-voting ex-officio members of the JCT as each Party may deem appropriate provided that any such ex-officio member that is not an employee signs an appropriate confidentiality agreement. (b) The JCT shall meet at the call of the Chairman, but not less than once each calendar quarter of each year, at the offices of the Chairman or such other place designated by the Chairman. A quorum for the conduct of business at any meeting of the JCT shall consist of at least one representative of MedImmune and at least one Infinity representative. Infinity and MedImmune shall each have one vote and all decisions shall be by unanimous vote subject to Section 6.2(h). (c) By no later than June 30 of each year, commencing with the year in which an application for Regulatory Approval for Product is submitted, the Selling Party shall submit to the JCT a proposed Marketing Plan for sales and marketing of Product which is to be sold by the Selling Party in the Territory. The Parties will agree to a reasonable timetable for the submission of the Marketing Plan for the year in which an initial application for Regulatory Approval is anticipated. Each Marketing Plan shall include the following: (i) a budget, including an estimate of Selling Expenses, Marketing Expenses and other expenses for the Product; (ii) a price range for sales of Product; (iii) an outline of marketing and detail strategies and tactics; (iv) Phase IV studies, if any, for Product; and (v) any other information reasonably requested by a member of the JCT that is within the possession of the Selling Party. To the extent that costs associated with items of Product Costs (including each element of Marketing Expenses and Selling Expenses) are attributable to both Products and products of the Parties (and their Affiliates) which are not Products, the costs shall be allocated equitably. (d) The JCT shall discuss such Marketing Plan, including any proposed amendments and/or additions thereto, and shall decide upon a final Marketing Plan by t...

Joint Commercialization Team. Commencing with the initiation of the first Phase III Study of the Licensed Product, the Parties will establish a joint commercialization team (“JCT”) to coordinate the global Commercialization of the Licensed Product. The provisions of Sections 3.1.1, 3.1.2 and 3.1.3 relating to the operation of the JSC shall also apply to the JCT; provided, however, that Alnylam shall have the right, but not the obligation, to participate in the JCT. The responsibilities of the JCT include: (a) providing updates regarding the Commercialization of the Licensed Product in the Alnylam Territory; (b) reviewing and commenting on the Commercialization Plan and all updates to the Commercialization Plan; (c) reviewing and commenting on marketing and promotional materials in the Kyowa Hakko Territory; and (d) performing such other activities as the Parties agree in writing shall be in the responsibility of the JCT. For purposes of clarity, the JCT shall not have the authority to modify the terms of this Agreement.

Joint Commercialization Team. (a) Formation of the JCT. [ * ], a Joint Commercialization Team, or JCT, will be formed, comprised of [ * ] of each Party, the total number of which from each Party will be [ * ]. Each member of the JCT will be an individual with experience [ * ]. The Project Team Leader of the Joint Project Team for each Party may also be one of the representatives for such Party on the JCT. [ * ]. Each Commercialization Team Leader will be responsible for ensuring that his/her Party's JCT members carry out the activities assigned them under the Commercialization Plan and each Annual Commercialization Plan/Budget. Either Party may replace any or all of its representatives on the JCT at any time upon [ * ]. Any member of the JCT may designate a substitute to attend and perform the functions of that member at any meeting of the JCT. The JCT will meet, telephonically or otherwise, [ * ], or more frequently, as agreed by the Commercialization Team Leaders.

Joint Commercialization Team