TPTX » Topics » 2.2 Governance.

This excerpt taken from the TPTX 8-K filed Oct 10, 2006.
2.2          Governance. Promptly after the Effective Date, the parties will form a Joint Research Committee (“JRC”) comprised of an equal number of representatives of each LSRI and Neurogenetics, with at least two (2) representatives of LSRI and at least two (2) representatives of Neurogenetics. One (1) member of the JRC shall be selected to act as chairperson of the JRC, with each chairperson acting for a term of twelve (12) months. The chairperson shall be selected alternately by Neurogenetics and LSRI, and Neurogenetics shall designate the first chairperson. The JRC shall determine the specific goals of the Research Program, shall monitor the progress and results of such work and shall facilitate ongoing cooperation between the parties. All decisions of the JRC shall require unanimous approval, with the LSRI representatives on the JRC having one vote collectively and the Neurogenetics representatives on the JRC having one vote collectively. The JRC shall meet on a quarterly basis or at such other frequency as the JRC agrees. The parties shall agree upon the time and place of meetings. Within thirty (30) days after each meeting, the JRC chairperson will provide the parties with a written report describing, in reasonable detail, the status of the Research Program, a summary of the results and progress to date, the issues requiring resolution, and the agreed resolution of previously reported issues. A reasonable number of additional representatives of each party may attend meetings of the JRC in a non-voting capacity.


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