Common use of Scope of Governance Clause in Contracts

Scope of Governance. The JCC shall perform its responsibilities under this Agreement based on the principles of diligence, prudence and good scientific and business judgment. Notwithstanding the creation of the JCC, each Party shall retain the rights, powers and discretion granted to it under this Agreement. The JCC shall have only the powers assigned expressly to it under this Article 2 and elsewhere in this Agreement and shall not be delegated or vested with any rights, powers or discretion unless such delegation or vesting is expressly agreed upon by the Parties in writing. The JCC shall not have any power to amend, modify or waive compliance under this Agreement, and no decision of the JCC shall be enforceable to the extent it is in contravention of any terms and conditions of this Agreement. Unless otherwise agreed by the Parties, the JCC shall have no authority and no responsibility for any commercialization of the Licensed Compound or Licensed Products outside the Territory.

Scope of Governance. The JCC JDC shall perform its responsibilities under this Agreement based on the principles of diligence, prudence and good scientific and business judgment. Notwithstanding the creation of the JCCJDC, each Party shall retain the rights, powers and discretion granted to it under this Agreement. The JCC JDC shall have only the powers assigned expressly to it under this Article 2 and elsewhere in this Agreement and shall not be delegated or vested with any rights, powers or discretion unless such delegation or vesting is expressly agreed upon by the Parties in writing. The JCC JDC shall not have any power to amend, modify or waive compliance under this Agreement, and no decision of the JCC JDC shall be enforceable to the extent it is in contravention of any terms and conditions of this Agreement. Unless otherwise agreed by the Parties, the JCC JDC shall have no authority and no responsibility for any commercialization development of the Licensed Compound or Licensed Products outside the TerritoryTerritory or outside the Field.