MEETINGS AND DECISIONS Sample Clauses

MEETINGS AND DECISIONS. 2.1 The Management Board shall meet bi-monthly and shall be held within the Western Bay region as determined by the Management Board.

MEETINGS AND DECISIONS. The Management Committee shall meet at least once annually and otherwise on ten (10) days written notice given by either Party. Such notices shall be accompanied by an agenda of matters to be discussed and/or decided at the meeting. Other than as provided in this Section 4.5 and subject to Section 6.4(c) below, all decisions of the Management Committee shall be by majority vote. Each Party's representative shall be entitled to a vote equal to the Participating Interest such Party holds. In the event of a deadlocked vote the Operator shall have the deciding vote, except that the following decisions shall require the unanimous approval of the Management Committee: (a) acquisition or disposition of Property; (b) conduct of business other than for exploration, development or mining of the Property; (c) borrowing or entering into any form of credit arrangement which involves the pledge of all or part of any Party's Participating Interest; (d) any subsequent changes in the definition of the authority and responsibilities of the Operator; (e) approval of any subsequent revisions in the accounting procedures as adopted by the Venture; (f) except as set forth in Section 6.4(c), material changes to approved Programs and Budgets that would require a call for a cash contribution from the Parties not previously approved as part of a Program and Budget; and (g) whether to establish a tax partnership for federal income tax purposes; (h) suspension or reduction in the annual minimum work commitment.

MEETINGS AND DECISIONS. The Joint Research Committee shall meet at least once each Calendar Quarter at such locations as shall be determined by the Joint Research Committee. Each Party shall bear its owns expenses related to attendance of such meetings by its representatives. At the first such meeting, which shall take place within 30 days after the Effective Date, the Joint Research Committee shall discuss any necessary or recommended changes in the Research Program. The Joint Research Committee may meet by means of teleconference or video conference or other similar communications equipment. The Joint Research Committee shall confer and make decisions regarding the status and direction of the Research Program and the other matters specified in the Research Program and shall also consider, advise and make decisions regarding any technical, budgetary or economic matters relating to the Research Program. Decisions of the Joint Research Committee shall be made by a majority of the members. In the event that the Joint Research Committee cannot or does not, after good faith efforts, achieve a majority on an issue, the Chief Executive Officer of Transcell, or his designee, acting as the duly authorized representative of Transcell, and the Executive Vice President of Merck Research Laboratories, acting as the duly authorized representative of Merck, shall discuss the matter and attempt, in good faith, to reach agreement with respect to such decision. In the event that the Chief Executive Officer of Transcell, or his designee, and the Executive Vice President of Merck Research Laboratories shall be unable to reach agreement, Merck shall, in its sole discretion, make the final decision; provided, however, that (i) in the event Merck determines that in increased number of FTE's are required to carry out a stage of the Research Program, Merck shall be responsible for the costs of such FTE's at the same rate provided for in Section 5.2(b) of this Agreement and (ii) any changes to the Research Program which could affect the provisions of Article V hereof require the written approval of both Parties.

MEETINGS AND DECISIONS. 2.1 The Steering Group shall meet regularly to jointly evaluate the collaboration, including its progress towards meeting Project objectives. Meetings shall be held at a venue to be agreed between the Parties. 2.2 To constitute a meeting of the Steering Group a representative of each Party must be present. 2.3 A Steering Group Member may appoint an authorised deputy to attend any meetings on his or her behalf. Where practicable the Steering Group should be made aware of such substitution. Authorised deputies of the representatives of the Parties shall count for the purposes of quorate meetings. 2.4 Each representative of the Parties as members of the Steering Group will use their best endeavours to reach a consensus on decisions, acting reasonably and co-operatively in order to reach agreement which contributes to the success of the Project. 2.5 Any failure by the Steering Group to reach a consensus shall result in the matter in question being referred back to the Parties who shall deal with the matter in accordance with the escalation process detailed in clause 0. 2.6 Members of the Steering Group may invite one or more officers from the Parties to attend meetings of the Steering Group to provide information or assistance to the Steering Group as required. 2.7 The minutes of the proceedings of every meeting shall be drawn up by SC. Copies shall be circulated to all those in attendance within 2 weeks after the date of such meeting.

MEETINGS AND DECISIONS. All significant matters relating to the Project will be decided by the Project Board which will also put in place any structure to manage the Project that it agrees, provided it is consistent with the Grant Agreement. Quorum for a meeting of the Project Board will be not less than [50%] of the Parties' voting Representatives (or their proxies) which must include the Lead Partner's voting Representative (or its proxy). The Project Board will first meet on [insert]. Following the first meeting, the Project Board will meet every [insert] months at a venue and time agreed by Parties at the first meeting or at the previous meeting. Meetings of the Project Board will normally coincide with times of reporting or submissions to the Authority. Additional meetings of the Project may be convened with at least [insert] days' prior written notice to all other Parties, which notice must include a draft agenda. The chair will circulate an agenda, board papers and other supporting documents for each meeting of the Project Board no less the [five] days prior to the meeting. Each Party, through its voting Representative, will have [one] vote on decisions of the Project Board. Decisions will be taken by a majority vote. In the event of a tied vote, the chair will have the deciding vote. The chair will draft minutes of each meeting of the Project Board and share those minutes to the other Parties within [five] days of the meeting. The minutes will be considered as accepted by the Parties if, within [10] days of receipt of the minutes, no Party has objected in writing to the chair. Each Party is responsible for keeping all books of accounts and Accounting Records of its own financial affairs in relation to the Project and for dealing with its own tax affairs. Without limiting the generality of clause 48, each Project Partner agrees to: provide to the Authority or the Lead Partner any data, information, Materials, access to personnel, access to facilities, undertaking, statement and/or other items requested by the Authority or the Lead Partner; procure from third parties any other data, information, Materials, access to personnel, access to facilities, undertaking, statement and/or other items; and submit to any audit, review, inspection or examination, as required for compliance with the Grant Agreement.

MEETINGS AND DECISIONS. 2.1 The Management Board shall meet quarterly, and at dates to be arranged in advance, with a minimum of four meetings to be held in any Year. 2.2 The Management Board shall annually elect a Chair, and who shall serve for a twelve month period. 2.3 To constitute a quorate meeting of the Management Board all members must be present. 2.4 A Management Board member may appoint an authorised deputy to attend any Management Board meeting on his or her behalf. Where practicable the Management Board should be made aware of such substitution prior to it taking effect. Authorised deputies shall count for the purpose of constituting at quorate meetings. 2.5 Any meeting of the Management Board may be summoned by any Board Member on the giving of not less than 5 working days’ notice to all other members of the Management Board, and such meeting must be held within 3 working days following expiration of the notice. 2.6 Each member of the Management Board will use all reasonable endeavours to reach a consensus on decisions, acting reasonably and co-operatively in order to reach agreement which contributes to the success of the Integrated Service. 2.7 Any decision of the Management Board will be passed by a majority vote. In the event of there being an equal number of votes cast, the Chair shall have the casting vote. 2.8 The agenda for each meeting will be prepared and circulated by the Regional Adoption Service Manager 3 working days prior to the meeting (save for requests in accordance with 2.5 above). Any party may request an item be added to the agenda if this is done at least 24 hours prior to the meeting taking place. 2.9 Members of the Management Board may invite one or more officers from the Participating Authorities to attend meetings of the Management Board. 2.10 The minutes of the proceedings of every meeting shall be drawn up by the Host Authority. Copies shall be circulated to all those in attendance within 2 weeks after the date of such meeting.

MEETINGS AND DECISIONS of the Supply Chain Group. The SCG will meet monthly or more frequently as agreed by the SCG. The SCG will keep the Joint Project Team updated on a regular basis as to the activities being conducted under the SCG's purview. All decisions of the SCG shall be in accordance with the terms of this Agreement, the Collaboration Agreement and the Quality Agreement, and shall be made on a consensus basis, with the representatives of each party collectively having one vote. If the SCG is unable to resolve a dispute regarding any issue, the SCG shall present such issue to the Joint Project Team for resolution.

MEETINGS AND DECISIONS. The Joint Research Committee shall meet at least once each Calendar Quarter at such locations as shall be determined by the Joint Research Committee. Each Party shall bear its own expenses related to attendance of such meetings by its representatives. At the first such meeting, which shall take place within thirty (30) days after the Effective Date, the Joint Research Committee shall discuss any necessary or recommended changes in the Research Program. The Joint Research Committee may meet by means of teleconference or video conference or other similar communications equipment. The Joint Research Committee shall confer and make decisions regarding the status and direction of the Research Program and the other matters specified in the Research Program and shall also advise on issues regarding any technical, budgetary or economic matters relating to the Research Program, provided that the Joint Research Committee shall not have authority to decide on technical, budgetary or economic matters. Decisions of the Joint Research Committee shall be made by a majority of the members. In the event that the Joint Research Committee cannot or does not, after good faith efforts, achieve a majority on an issue, the Chief Executive Officer of Isis, or his designee, acting as the duly authorized representative of Isis, and the Executive Vice President of Merck Research Laboratories, acting as the duly authorized representative of Merck, shall discuss the matter and attempt, in good faith, to reach agreement with respect to such decision. In the event that the Chief Executive Officer of Isis, or his designee, and the Executive Vice President of Merck Research Laboratories shall be unable to reach agreement, Merck shall, in its sole discretion, make the final decision.

MEETINGS AND DECISIONS. (a) The Australian Executive Committee shall meet as frequently as the Key Executive shall determine, and may meet together for the despatch of business and adjourn and otherwise regulate their meetings, including the method of meeting and quorum as the Key Executive thinks fit. (b) All decisions required to be made by the members of the Australian Executive Committee shall be made as determined by the Key Executive.

MEETINGS AND DECISIONS. [***], the JRC shall meet as frequently as the Parties deem appropriate but in any event not less than [***]. Definitive minutes of all JRC meetings shall be finalized [***] of the meeting to which the minutes pertain. Decisions of the JRC shall be made by consensus, with each Party having one (1) vote in all decisions provided that, subject to Section 3.5.3, Flame shall have the deciding vote in the event that the Parties fail to reach consensus regarding an issue related to clinical Development plans and/or the budgets for the Research Plans, and NovaRock shall have the deciding vote in the absence of consensus regarding any remaining issues relating to research and/or preclinical Development activities under the Research Plans; provided that NovaRock shall consider in good faith Flame’s input with respect to such activities.