Common use of Meetings and Minutes Clause in Contracts

Meetings and Minutes. The JSC shall meet at least [***], or as otherwise agreed to by the JSC. Upon formation, the JPT shall meet at least [***] per Calendar Quarter, or as otherwise agreed to by the JPT. Meetings of the JSC and each JPT may be conducted by telephone, video-conference, or in-person as determined by the JSC or JPT, as applicable. In-person meetings of each Joint Committee, unless otherwise agreed, shall be held at Denali’s offices prior to Takeda’s exercise of its Option with respect to each Collaboration Program and shall alternate between Denali’s offices and Takeda’s offices after Takeda exercises its Option with respect to the relevant Collaboration Program. Regularly scheduled meetings of each Joint Committee may be called by either Party on no less than [***] Business Days’ notice, or such shorter time period as agreed by the members. Each Party shall make all proposals for agenda items for regularly scheduled meetings of a Joint Committee, and shall provide all appropriate information with respect to such proposed items, to the applicable meeting managers at least [***] Business Days in advance of the applicable meeting, or such shorter time period as agreed by the Parties. Each Party may also call a special meeting of a Joint Committee to resolve particular matters requested by such Party, on no less than [***] days’ notice (or such shorter time period as may be appropriate under the circumstances, but in no event less than [***] Business Days’ notice). In the case of a special meeting of a Joint Committee called by a Party, the proposed agenda items and appropriate information with respect to such proposed items shall be provided to the applicable meeting managers together with the notice calling for such special meeting to the other Party. *** Certain information in this agreement has been omitted and filed separately with the Securities and Exchange Commission. [***] indicates that text has been omitted and is the subject of a confidential treatment request.

Meetings and Minutes. The JSC shall meet at least [***]semi-annually, or as otherwise agreed to by the JSC. Upon formation, the JPT The JDC shall meet at least [***] once per Calendar Quarter, or as otherwise agreed to by the JPTJDC. Beginning after formation of the JCC, the JCC shall meet at least once per Calendar Quarter, or as otherwise agreed to by the JCC. Meetings of the JSC and each JPT Joint Committee may be conducted by telephone, video-conference, conference or in-person as determined by the JSC or JPT, as applicablesuch Joint Committee. In-person meetings of each Joint Committee, unless otherwise agreed, shall be held at Denali’s offices prior to Takeda’s exercise of its Option with respect to each Collaboration Program and shall alternate between Denali’s offices and TakedaBiogen’s offices after Takeda exercises its Option with respect to the relevant Collaboration Programoffices. Regularly scheduled meetings of each Joint Committee may be called by either Party on no less than [***] Business Days’ notice, or such shorter time period as agreed by the membersParties. Each Party shall make all proposals for agenda items for regularly scheduled meetings of a Joint Committee, including any decision to be made by such Joint Committee at such meeting, and shall provide all appropriate information with respect to such proposed items, to the applicable meeting managers at least [***] Business Days in advance of the applicable meeting, or such shorter time period as agreed by the Parties. Each Party may also call a special meeting of a Joint Committee to resolve particular matters requested by such Party, on no less than [***] days’ notice (or such shorter time period as may be appropriate under the circumstances, but in no event less than [***] Business Days’ notice). In the case of a special meeting of a Joint Committee called by a Party, the proposed agenda items items, including any decision to be made by such Joint Committee at such meeting, and appropriate information with respect to such proposed items shall be provided to the applicable meeting managers together with the notice calling for such special meeting to the other Party. *** Certain information in this agreement has been omitted Draft minutes of the meetings of any Joint Committee will be generated and filed separately with the Securities and Exchange Commission. circulated to its members within [***] indicates that text has been omitted following the meeting. The responsibility for generating and is circulating such minutes will alternate between the subject Alliance Managers (or their designees). The Joint Committees will use reasonable diligence to review and finalize the minutes within [***] after their circulation and, in all circumstances, no later than the next meeting of a confidential treatment requestthe same Joint Committee.

Meetings and Minutes. The JSC shall meet at least [***]semi-annually, or as otherwise agreed to by the JSC. Upon formation, the JPT The JDC shall meet at least [***] once per Calendar Quarter, or as otherwise agreed to by the JPTJDC. Beginning after the formation of the JCC, the JCC shall meet at least once per Calendar Quarter, or as otherwise agreed to by the JCC. Meetings of the JSC and each JPT Joint Committee may be conducted by telephone, video-conference, or in-person as determined by the JSC or JPT, as applicablesuch Joint Committee. In-person meetings of each Joint Committee, unless otherwise agreed, shall be held at Denali’s offices prior to Takeda’s exercise *** Certain information in this agreement has been omitted and filed separately with the Securities and Exchange Commission. [***] indicates that text has been omitted and is the subject of its Option with respect to each Collaboration Program and shall a confidential treatment request. Confidential alternate between Denali’s offices and TakedaSanofi’s offices after Takeda exercises its Option with respect to the relevant Collaboration Programoffices. Regularly scheduled meetings of each Joint Committee may be called by either Party on no less than [***] Business Days’ notice, or such shorter time period as agreed by the members. Each Party shall make all proposals for agenda items for regularly scheduled meetings of a Joint Committee, and shall provide all appropriate information with respect to such proposed items, to the applicable meeting managers Alliance Managers at least [***] Business Days in advance of the applicable meeting, or such shorter time period as agreed by the Parties. Each Party may also call a special meeting of a Joint Committee to resolve particular matters requested by such Party, on no less than [***] days’ notice (or such shorter time period as may be appropriate under the circumstances, but in no event less than [***] Business Days’ notice). In the case of a special meeting of a Joint Committee called by a Party, the proposed agenda items and appropriate information with respect to such proposed items shall be provided to the applicable meeting managers together with the notice calling for such special meeting to the other Party. *** Certain information in this agreement has been omitted Draft minutes of the meetings of any Joint Committee will be generated and filed separately with the Securities and Exchange Commission. circulated to its members within [***] indicates that text has been omitted following the meeting. The responsibility for generating and is circulating such minutes will alternate between the subject Alliance Managers (or their designees). The Joint Committees will use diligence to review and finalize the minutes within [***] after their circulation and, in all circumstances, no later than the next meeting of a confidential treatment requestthe same Joint Committee.

Meetings and Minutes. The JSC Each Committee shall hold meetings in accordance with a schedule established by mutual written agreement of the Parties, and each Committee shall meet at least [***]once each Calendar Quarter, unless otherwise agreed by the applicable Committee. Each Committee may meet in person or by means of teleconference, Internet conference, videoconference or other similar communications equipment, as otherwise agreed to by the JSC. Upon formationParties; provided, however, that, unless otherwise agreed by the JPT Parties, each Committee shall meet hold at least [***] per Calendar Quarter, or as otherwise agreed to by the JPT. Meetings of the JSC and each JPT may be conducted by telephone, video-conference, or two (2) in-person as determined by meetings per year, with the JSC or JPT, as applicable. Inlocation for such in-person meetings alternating (on a Committee-by-Committee basis) between Fate’s and Xxxxxxx’x facilities in the United States, or such other location as may be mutually agreed upon by the members of the relevant Committee. For each Joint Committee, unless otherwise agreed, each Party shall be held at Denali’s offices prior to Takeda’s exercise designate one of its Option with respect representatives on such Committee to each Collaboration Program and shall alternate between Denalico-chair the meetings for such Committee (each, a “Co-Chair”). Each Party’s offices and Takeda’s offices after Takeda exercises its Option with respect Co-Chair may also call for special meetings to the relevant Collaboration Program. Regularly scheduled meetings of each Joint Committee may be called resolve particular matters requested by either such Party on no less than upon [***] Business Days’ notice, or such shorter time period as agreed by prior written notice to the other Party’s applicable Committee members. Each Party shall make all proposals for bear its own expenses related to participation in and attendance at such meetings by its Committee representatives. The Co-Chairs shall, with and through the assistance of the Alliance Managers, coordinate and prepare the agenda for, and ensure the orderly conduct of, the meetings of each Committee. The Co-Chairs shall, with and through the assistance of the Alliance Managers, solicit agenda items from Committee members and provide an agenda, along with appropriate information for regularly scheduled such agenda, reasonably in advance of any meeting. Such agenda shall include all items requested by either Co-Chair for inclusion therein. In the event a Co-Chair or another Committee member from either Party is unable to attend or participate in a meeting of a Committee, the Party whose Co-Chair or member is unable to attend may designate a substitute co-chair or other representative for such meeting. Each Party, through its Co-Chair and Alliance Manager, shall alternate responsibility for preparing written minutes of the meetings of a Joint Committee, each Committee and shall provide all appropriate information with respect to such proposed items, minutes to the applicable meeting managers at least Committee members for review no later than [***] Business Days in advance after the date of the applicable meetingmeeting to which the minutes pertain, or which minutes shall become official if the Parties do not provide any comments to such shorter time period as agreed by the Parties. Each Party may also call a special meeting of a Joint Committee to resolve particular matters requested by such Party, on no less than [***] days’ notice (or such shorter time period as may be appropriate under the circumstances, but in no event less than minutes within [***] Business Days’ notice)Days of its receipt (or such additional period of time as mutually agreed by the Parties) after the Party entrusted with such responsibility at such meeting provides such minutes to the Parties for review. In the case of event that a special meeting of a Joint Committee called by a Party, the proposed agenda items and appropriate information with respect to such proposed items shall be provided Party provides comments to the applicable meeting managers together with the notice calling for minutes within such special meeting to the other Party. *** Certain information in this agreement has been omitted and filed separately with the Securities and Exchange Commission. [***] indicates that text has been omitted and is Business Day period (or such additional period of time as mutually agreed by the subject Parties), the Committee members of a confidential treatment requesteach Party will discuss such comments in good faith to resolve any discrepancies within [***] Business Days after receipt of such comments.

Meetings and Minutes. The JSC and any Joint Subcommittee (each, a “Committee”) shall meet at least (a) with respect to the JSC, not less than once every [***] ([***]) months and (b) with respect to any Joint Subcommittee, or as otherwise agreed to by the JSC. Upon formation, the JPT shall meet at least [***] per once each Calendar Quarter, or as in each case of ((a) and (b)), unless otherwise agreed to by the JPTParties. Meetings The location of such meetings shall alternate between locations designated by the Licensee and locations designated by Eisai. The chairman of the JSC for the Contract Year of the Original Effective Date and each JPT may be conducted by telephone, video-conference, or in-person as determined by the JSC or JPT, as applicable. In-person meetings chairman of each Joint Committee, unless otherwise agreed, Subcommittee for the Contract Year in which such Joint Subcommittee was created shall be held at Denali’s offices prior appointed by Eisai, and thereafter the power to Takeda’s exercise of its Option with respect to each Collaboration Program and appoint the chairman shall alternate each Contract Year between Denali’s offices the Licensee and Takeda’s offices after Takeda exercises its Option with respect to the relevant Collaboration ProgramEisai. Regularly scheduled meetings The chairperson of each Joint Committee may shall be called by either Party responsible for calling meetings on no less than [***] ([***]) Business Days’ notice unless exigent circumstances require shorter notice, or . The chairman of a Committee shall call a meeting of such shorter time period as agreed by Committee promptly upon the membersreasonable request of the other Party. Each Party shall make all proposals for agenda items for regularly scheduled meetings at least [***] ([***]) Business Days in advance of a Joint Committee, the applicable meeting and shall provide all appropriate information with respect to such proposed items, to the applicable meeting managers items at least [***] ([***]) Business Days in advance of the applicable meeting, or such shorter time period as agreed ; provided that under exigent circumstances requiring input by the Parties. Each a Committee a Party may also call provide its agenda items to the other Party within a special shorter period of time in advance of the meeting (or at the meeting) or may propose that there not be a specific agenda for a particular meeting, so long as the other Party consents to such later addition of such agenda items or the absence of a Joint specific agenda for such meeting (which consent shall not be unreasonably withheld, conditioned or delayed). The chairperson of each Committee to resolve particular matters requested by such Party, on no less than shall arrange for the preparation and circulation for review and approval of the Parties minutes of each meeting within [***] days’ notice (or such shorter time period as may be appropriate under the circumstances, but in no event less than [***] Business Days’ notice)]) days of the meeting. In The Parties shall agree on the case minutes of a special each meeting promptly, but in any event prior to the next meeting of a Joint Committee called by a Party, the proposed agenda items and appropriate information with respect to such proposed items shall be provided to the applicable meeting managers together with the notice calling for such special meeting to the other Party. *** Certain information in this agreement has been omitted and filed separately with the Securities and Exchange Commission. [***] indicates that text has been omitted and is the subject of a confidential treatment requestCommittee.

Meetings and Minutes. The JSC Each Committee shall meet at least [****], or as otherwise agreed to by the JSC. Upon formation, Parties; provided that in the JPT shall meet at least event there are no relevant issues for discussion by the applicable Committee in a given [***] per Calendar Quarter*], or as otherwise agreed the Parties may mutually agree to by cancel the JPTmeeting scheduled for such [****]. Meetings of the JSC and each JPT may be conducted by telephone, video-conference, or in-person as determined by the JSC or JPT, as applicable. In-person meetings The location of each Joint Committee, unless otherwise agreed, shall be held at Denali’s offices prior to Takeda’s exercise of its Option with respect to each Collaboration Program and Committee meeting shall alternate between Denali’s offices locations designated by Licensor and Takeda’s offices after Takeda exercises its Option locations designated by AbbVie (which, for clarity, may include videoconference), with respect to the relevant Collaboration Program. Regularly scheduled meetings location of the first meeting of each Joint Committee may being designated by AbbVie. The co-chairpersons of each Committee shall be called by either Party responsible for calling meetings on no less than [****] Business Days’ notice, notice or such shorter time period [****] duration as agreed by between the membersParties. Each Party shall make all proposals for agenda items for regularly scheduled meetings of a Joint Committee, and shall provide all appropriate information Information with respect to such proposed items, to the applicable meeting managers items at least [****] Business Days in advance of the applicable meeting, meeting or such shorter time period duration as agreed between the Parties (which agreement shall not be unreasonably withheld, conditioned or delayed); provided that under exigent circumstances requiring input by the Parties. Each a Committee, a Party may also call provide its agenda items to the other Party within a special meeting of a Joint Committee to resolve particular matters requested by such Party, on no less than [****] days’ notice period of time in advance of the meeting, or may propose that there not be a specific agenda for a particular meeting, so long as the other Party consents to such later addition of such agenda items or the absence of a specific agenda for such meeting (which consent shall not be unreasonably withheld, conditioned or such shorter time period as may be appropriate under delayed). The co-chairpersons shall coordinate with the circumstances, but Alliance Managers to prepare and circulate an agenda in no event less than advance of each meeting and prepare and issue final minutes within [***] Business Days’ notice). In the case of a special meeting of a Joint Committee called by a Party, the proposed agenda items and appropriate information with respect to such proposed items shall be provided to the applicable meeting managers together with the notice calling for such special meeting to the other Party. *** Certain information in this agreement has been omitted and filed separately with the Securities and Exchange Commission. [***] indicates that text has been omitted thereafter. Such minutes will not be finalized until the co-chairperson from each Party reviews and is confirms in writing (e-mail to suffice) the subject accuracy of a confidential treatment requestsuch minutes. The minutes of each meeting shall, among other things, record all matters acted upon and approved or disapproved by the Committee, and any matters the Committee failed to resolve.