Common use of Procedural Rules Clause in Contracts

Procedural Rules. The JSC shall have the right to adopt such standing rules as shall be necessary for its work, to the extent that such rules are not inconsistent with this Agreement. A quorum of the JSC shall exist whenever there is present at a meeting at least one (1) representative appointed by each Party. Representation by proxy shall be allowed. The JSC shall take action by consensus of the representatives present at a meeting at which a quorum exists, with each Party having a single vote irrespective of the number of representatives of such Party in attendance, or by a written resolution signed by at least one (1) representative appointed by each Party. Employees or consultants of either Party that are not representatives of the Parties on the JSC may attend meetings of the JSC; provided, that (a) unless the other Party agrees, no more than two (2) such persons may attend any particular meeting, (b) attendance of any non- employee must be pre-approved by the other Party, such approval not to be unreasonably withheld and (c) such attendees (i) shall not vote or otherwise participate in the decision- making process of the JSC and (ii) are bound by obligations of confidentiality and non- disclosure that are substantially similar to those set forth in ARTICLE 11.

Procedural Rules. The JSC shall have the right to adopt such standing rules as shall be necessary for its work, to the extent that such rules are not inconsistent with this Agreement. A quorum of the JSC shall exist whenever there is present at a meeting at least one (1) representative appointed by each Party. Representation by proxy shall be allowed. The JSC shall take action by consensus of the representatives present at a meeting at which a quorum exists, with each Party having a single vote irrespective of the number of representatives of such Party in attendance, or by a written resolution signed which may be delivered by at least one (1) representative appointed by each Partyway of email confirmation. Employees or consultants of either Party that are not representatives of the Parties on the JSC may attend meetings of the JSC; provided, provided that (a) unless the other Party agrees, no more than two (2) such persons may attend any particular meeting, (b) attendance of any non- non-employee must be pre-approved by the other Party, such approval not to be unreasonably withheld and withheld, conditioned or delayed, (c) such attendees (i) shall not vote or otherwise participate in the decision- decision-making process of the JSC JSC, and (iid) such attendees are bound by obligations of confidentiality and non- non-disclosure that are substantially similar to those set forth in ARTICLE 1113.

Procedural Rules. The JSC shall have the right to adopt such standing rules as shall be necessary for its work, to the extent that such rules are not inconsistent with this Agreement. A quorum of the JSC shall exist whenever there is present at a meeting at least one (1) representative appointed by each Party. Representation by proxy shall be allowed. The JSC shall take action by consensus of the representatives present at a meeting at which a quorum exists, with each Party having a single vote irrespective of the number of representatives of such Party in attendance, or by a written resolution signed which may be delivered by at least one (1) representative appointed by each Partyway of email confirmation. Employees or consultants of either Party that are not representatives of the Parties on the JSC may attend meetings of the JSC; provided, that (a) unless the other Party agrees, no more than two (2) such persons persons, in addition to such Party’s Alliance Manager, may attend any particular meeting, (b) attendance of any non- non-employee must be pre-approved by the other Party, such approval not to be unreasonably withheld withheld, conditioned or delayed and (c) such attendees (i) shall not vote or otherwise participate in the decision- decision-making process of the JSC and (ii) are bound by obligations of confidentiality and non- non-disclosure that are substantially similar to those set forth in ARTICLE 1112.

Procedural Rules. The JSC Subject to the approval of the JSC, the JDC shall have the right to adopt such standing rules as shall be necessary for its work, to the extent that such rules are not inconsistent with this Agreement. A quorum of the JSC JDC shall exist whenever there is present at a meeting at least one (1) representative appointed by each Party. Representation by proxy shall be allowed. The JSC JDC shall take action by consensus of the representatives present at a meeting at which a quorum exists, with each Party having a single vote irrespective of the number of representatives of such Party in attendance, or by a written resolution signed which may be delivered by at least one (1) representative appointed by each Partyway of email confirmation. Employees or consultants of either Party that are not representatives of the Parties on the JSC JDC may attend meetings of the JSCJDC; provided, that (a) unless the other Party agrees, no more than two [***] (2[***]) such persons persons, in addition to such Party’s Alliance Manager, may attend any particular meeting, (b) attendance of any non- non-employee must be pre-approved by the other Party, such approval not to be unreasonably withheld withheld, conditioned or delayed and (c) such attendees (i) shall not vote or otherwise participate in the decision- decision-making process of the JSC JDC and (ii) are bound by obligations of confidentiality and non- non-disclosure that are substantially similar to those set forth in ARTICLE 1112.

Procedural Rules. The JSC JGC shall have the right to adopt such standing rules as shall be necessary for its work, to the extent that such rules are not inconsistent with this Agreement. A quorum of the JSC JGC shall exist whenever there is present at a meeting at least one (1) representative [***] appointed by each Party, each with the requisite experience and seniority to enable such person to make decisions on behalf of the Party it represents with respect to the issues falling within the jurisdiction of the JGC. Representatives of the Parties on the JGC may attend a meeting either in person or by telephone, video conference or similar means in which each participant can hear what is said by, and be heard by, the other participants. Representation by proxy shall be allowed. The JSC JGC shall take action by consensus of the representatives present at a meeting at which a quorum exists, with each Party having a single vote irrespective of the number of representatives of such Party in attendance, or by a written resolution signed by at least one (1) representative [***] appointed by each Party. Employees or consultants of either Party that are not representatives of the Parties on the JSC JGC may attend meetings of the JSCJGC; provided, provided that (a) unless the other Party agrees, no more than two (2) such persons may attend any particular meeting, (b) attendance of any non- employee must be pre-approved by the other Party, such approval not to be unreasonably withheld and (c) such attendees (i) shall not vote or otherwise participate in the decision- decision-making process of the JSC JGC, and (ii) are bound by obligations of confidentiality and non- non-disclosure that are substantially similar equivalent to those set forth in ARTICLE 11Article 9.

Procedural Rules. The JSC shall meet quarterly or as otherwise agreed to by the Parties, with the location of such meetings alternating between locations designated by Organovo and locations designated by L’Oreal. The first such meeting shall be designated by Organovo. The JSC shall have the right to adopt such standing rules as shall be necessary for its work, to the extent that such rules are not inconsistent with this Agreement. A quorum of the JSC shall exist whenever there is present at a meeting at least one (1) representative appointed by each Party. Representatives of the Parties on the JSC may attend a meeting either in person or by telephone, video conference or similar means in which each participant can hear what is said by and be heard by, the other participants. Representation by proxy shall be allowed. The JSC shall take action by consensus of the representatives present at a meeting at which a quorum exists, with each Party having a single vote irrespective of the number of representatives of such Party in attendance, attendance or by a written resolution signed by at least one (1) representative appointed by each Party. Employees In the event that the JSC does not reach consensus on matter within thirty days of a proposal on a matter, the proposal shall be submitted to the Chief Executive Officers of the Parties for resolution. Other employees or consultants of either a Party that who are not representatives of the Parties on the JSC may attend meetings of the JSC; provided, however, that (a) unless the other Party agrees, no more than two (2) such persons may attend any particular meeting, (b) attendance of any non- employee must be pre-approved by the other Party, such approval not to be unreasonably withheld and (c) such attendees (i) shall not vote or otherwise participate in the decision- making process of the JSC and (ii) are bound by obligations of confidentiality and non- non-disclosure that are substantially similar to at least as protective of the other Party as those set forth in ARTICLE 117.