Critical Matter definition

Critical Matter means (i) all decisions made by the JSC or JMC that, in the reasonable opinion of either Party, are likely to have any of the following impacts: (a) a [*]; or (b) a [*] to a Development Plan or any change to a Development Plan that results in an increase, or decrease, of [*] percent ([*]%) or more to the then-current budgeted amount of Development Costs for any specific Calendar Year under the applicable Development Budget; (ii) agreement of the initial [*] for each Licensed Product; and (iii) [*] of a Licensed Product in the Territory [*] relating to a Licensed Product.

Critical Matter means [***].

Critical Matter means all decisions made by the JUSLT that, in the reasonable opinion of either Party, are likely to have any of the following impacts: (i) [*] under the Commercialization Plan; or (ii) [*] to a Commercialization Plan or any change to a Commercialization Plan that results in an increase, or decrease, of [*] percent ([*]%) or more to the then-current budgeted amount of Commercialization Costs for any specific Calendar Year under the applicable Commercialization Budget.

Examples of Critical Matter in a sentence

• If such Critical Matter cannot be resolved between the United States Senior Officers within [*] Business Days following referral to the United States Senior Officers, either United States Senior Officer may cause such dispute to be referred to the Alliance Managers for escalation to the Executive Officers.

• Either Party may also call for special meetings of the JSC or JAC as reasonably required to resolve a Critical Matter escalated to the JSC pursuant to Section 2.3.2 or the JAC pursuant to Section 2.4.3 (JAC Deadlocks); provided that the requesting Party provides at least ten (10) business days’ prior written notice to the co-chair of the JSC or JAC appointed by the other Party and such notice includes a proposed agenda for such meeting.

• Either Party may call for a special meeting of the Designated Officers reasonably required in order to resolve a Critical Matter escalated to the Designated Officers pursuant to Section 2.3.2 (JSC Deadlocks) above; provided that the requesting Party provides at least ten (10) business days’ prior written notice to the co-chair of the JSC appointed by the other Party and such notice includes a proposed agenda for such meeting.

• If a dispute (originating at either the USCT or the JUSLT) arises on a Critical Matter which cannot be resolved within the JUSLT within [*] Business Days following referral to the JUSLT, the Co-Chair of either Party may cause such dispute to be referred to the Alliance Managers for escalation to the JSC for Critical Matters that are strategic or scientific issues, or to the United States Senior Officers for all other Critical Matters (including budget or resource allocation issues).

• Either Party may also call for special meetings of the CRC and JSC as reasonably required to resolve a Critical Matter escalated to the CRC or JSC pursuant to Section 2.4.2 (JPT Deadlocks) or 2.5.2 (JSC Deadlocks) below; provided, that the requesting Party provides at least ten (10) business days’ prior written notice to the co-chair of such committee appointed by the other Party and such notice includes a proposed agenda for such meeting.

More Definitions of Critical Matter

Critical Matter means all matters within the purview of the JRC that relate to: (a) [***].

Critical Matter means any change to the Research Work Plan that would result in a change to TScan’s obligations under such Research Work Plan which would result in an increase in the incremental time or incremental Research Expenses anticipated to be required or incurred to perform such activities in excess of [***] hours of dedicated work by an employee or consultant (in the case of incremental time) or [***] (in the case of incremental Research Expenses); provided, however, that any update to the Research Work Plan under Section 3.3.2 or Section 3.3.4 shall not be deemed a Critical Matter.

Critical Matter has the meaning set forth in Section 2.8.3 (Final Decision-Making; Critical Matters).

Critical Matter means (a) any decision to approve or materially amend any Development Plan, including any decision (i) to increase, decrease or add any activities to be conducted by a Party thereunder, (ii) to approve or amend any Development Budget resulting in an increase in Aerie’s obligation thereunder by [***] within a given year as compared to the initial amount budgeted for such year or by [***] for a year as compared to the estimate in the previous year’s budget for such year, (iii) to [***], or (iv) that would result in [***]; (b) any decision to have Aerie conduct any Development with respect to any Product in the Territory, beyond conducting the Rhopressa Phase 3 Clinical Trial; (c) [***]; (d) any decision relating to the Manufacture of Products or Compound; (e) utilizing in any Development, Commercialization or other activities under this Agreement any materials, technology or intellectual property that would require any royalty obligation to a Third Party; or (f) dissolving the JDC or JCC once established.

Critical Matter means a matter that could [***] with respect to the [***], including the following: (a) the [***] only if [***] does not [***]; (b) the [***] that is [***] or [***] or [***]; (c) the [***] if the [***] in the [***]; and (d) [***] with respect to [***].

Critical Matter means any decision of the Parties or any Committee: […***…] .

Critical Matter means the (a) [***], (b) determination of any [***], (c) determination of any [***], (D) DETERMINATION AS TO WHETHER ANY [***], (E) DETERMINATION OF WHETHER A [***], (F) DETERMINATION BY [***], (G) ANY CHANGE IN SCOPE OR OTHER alteration to [***], or (h) changes to the scope of the [***].