Common use of Members; Officers Clause in Contracts

Members; Officers. Within thirty (30) days after the Effective ----------------- Date, the Parties shall establish a joint steering committee (the "Joint ----- Steering Committee"), which shall consist of six (6) members, three (3) of whom ------------------ shall be designated by each of GSK and Adolor and shall have appropriate expertise, with at least two (2) members from each Party being at least at a vice president level. Each of GSK and Adolor may replace any or all of its representatives on the Joint Steering Committee at any time upon written notice to the other Party. A Party may designate a substitute to temporarily attend and perform the functions of such Party's designee at any meeting of the Joint Steering Committee. GSK and Adolor each may, on advance written notice to the other Party, invite non-member representatives of such Party to attend meetings of the Joint Steering Committee. The Joint Steering Committee shall be chaired on an annual rotating basis by a representative of either Adolor or GSK, as applicable, on the Joint Steering Committee, with Adolor providing the first such chairperson. The chairperson shall appoint a secretary of the Joint Steering Committee, who shall be a ** = Certain information on this page has been omitted and filed separately with the Commission. Confidential treatment has been requested with respect to the omitted portions. representative of the other Party and who shall serve for the same annual term as such chairperson.

Members; Officers. Within thirty (30) days after the Effective ----------------- Date, the Parties shall establish a joint steering supply committee (the "Joint ----- Steering Supply ------------ Committee"), which shall consist of six (6) members, three (3) of whom ------------------ shall be designated by each of and GSK and Adolor and shall have appropriate expertisedesignate an equal number of --------- representatives, with at least two up to a maximum total of eight (2) 8) members from each Party being at least at a vice president levelon such Joint Supply Committee. Each of GSK and Adolor may replace any or all of its representatives on the Joint Steering Supply Committee at any time upon written notice to the other Party. Such representatives shall include individuals who have supply chain management experience. A Party may designate a substitute to temporarily attend and perform the functions of such Party's designee at any meeting of the Joint Steering Supply Committee. GSK and Adolor each may, on advance written notice to the other Party, invite non-member representatives of such Party to attend meetings of the Joint Steering Supply Committee. The Joint Steering Supply Committee shall be chaired on an annual rotating basis by a representative of either Adolor or GSK, as applicable, on the Joint Steering Committee, with Adolor GSK providing the first such chairperson. The chairperson shall appoint a secretary of the Joint Steering Supply Committee, who shall be a representative of the other Party and who shall serve for the same annual term as such chairperson. ** = Certain information on this page has been omitted and filed separately with the Commission. Confidential treatment has been requested with respect to the omitted portions. representative of the other Party and who shall serve for the same annual term as such chairperson.

Members; Officers. Within thirty (30) days after the Effective ----------------- Date, the Parties shall establish a joint steering committee (the "“Joint ----- Steering Committee"”), which shall consist of six four (64) members, three two (32) of whom ------------------ shall be designated by each of GSK and Adolor Theravance and shall have appropriate expertise, with at least two one (21) members member from each Party being at least at a vice president levellevel or higher. Each of GSK and Adolor Theravance may replace any or all of its representatives on the Joint Steering Committee at any time upon written notice to the other Party. A Party may designate a substitute to temporarily attend and perform the functions of such Party's ’s designee at any meeting of the Joint Steering Committee. GSK and Adolor Theravance each may, on advance written notice to the other Party, invite non-member representatives of such Party to attend meetings of the Joint Steering Committee. The Joint Steering Committee shall be ***CERTAIN INFORMATION HAS BEEN OMITTED AND FILED SEPARATELY WITH THE COMMISSION. CONFIDENTIAL TREATMENT HAS BEEN REQUESTED WITH RESPECT TO THE OMITTED PORTIONS. chaired on an annual rotating basis by a representative of either Adolor Theravance or GSK, as applicable, on the Joint Steering Committee, with Adolor Theravance providing the first such chairperson. The chairperson shall appoint a secretary of the Joint Steering Committee, who shall be a ** = Certain information on this page has been omitted and filed separately with the Commission. Confidential treatment has been requested with respect to the omitted portions. representative of the other Party and who shall serve for the same annual term as such chairperson.