Common use of Formation; Composition; Dissolution Clause in Contracts

Formation; Composition; Dissolution. No later than [***] after the Initiation of the first GLP Toxicology Study for any Antibody Candidate or Licensed Product, the Parties will establish a committee to (a) oversee the Development of Regional Licensed Antibody Candidates and Regional Licensed Products in accordance with the Development Plan(s) for the same and to coordinate the Development activities of the Parties with respect thereto, and (b) facilitate the flow of information between the Parties with respect to, and provide a forum to discuss, the Development of T1 Antibody Candidates, T1 Licensed Products, Global Antibody Candidates and Global Licensed Products (the “JDC”). Each Party will initially appoint [***] representatives to the JDC, with each representative having knowledge and expertise in the Development of compounds and products similar to the Antibody Candidates and Licensed Products and having sufficient seniority within the applicable Party to make decisions arising within the scope of the JDC’s responsibilities. The JDC may change its size from time to time, provided that the JDC will consist at all times of an equal number of representatives of each of Surface and Novartis. Each Party may replace its JDC representatives at any time upon written notice to the other Party. The JDC may invite non-members to participate in the discussions and meetings of the JDC, provided that such participants have no voting authority at the JDC and are bound under written obligation of confidentiality no less protective of the Parties’ Confidential Information than those set forth in this Agreement. The JDC will be co-chaired, with one chairperson designated by Surface and [***] designated by Novartis, whose responsibilities will include conducting meetings, including, when feasible, ensuring that objectives for each meeting are set and achieved. Responsibility for running each meeting of the JDC will alternate between the chairpersons from meeting-to-meeting, with Novartis’s chairperson running the first meeting. Subject to Section 2.8, upon later of [***] the Parties agree that the JDC will be automatically dissolved with no further action required by either Party.

Formation; Composition; Dissolution. No later than Within [***] days after the Initiation of the first GLP Toxicology Study for any Antibody Candidate or Licensed ProductEffective Date, the Parties will establish a committee to (a) oversee the Development Research of Regional Licensed Antibody Candidates and Regional Licensed Products in accordance with the Development Research Plan(s) for the same and to coordinate the Development Research activities of the Parties with respect thereto, and (b) facilitate the flow of information between the Parties with respect to, and provide a forum to discuss, the Development of T1 Antibody Candidates, T1 Licensed Products, Global Antibody Candidates and Global Licensed Products thereto (the “JDCJRC”). Each Party will initially appoint [***] representatives to the JDCJRC, with each representative having knowledge and expertise in the Development Research of compounds and products similar to the Antibody Candidates and Licensed Products and having sufficient seniority within the applicable Party to make decisions arising within the scope of the JDCJRC’s responsibilities. The JDC JRC may change its size from time to time, provided that the JDC JRC will consist at all times of an equal number of representatives of each of Surface and Novartis. Each Party may replace its JDC JRC representatives at any time upon written notice CERTAIN CONFIDENTIAL PORTIONS OF THIS EXHIBIT WERE OMITTED AND REPLACED WITH “[***]”. A COMPLETE VERSION OF THIS EXHIBIT HAS BEEN FILED SEPARATELY WITH THE SECRETARY OF THE SECURITIES AND EXCHANGE COMMISSION PURSUANT TO AN APPLICATION REQUESTING CONFIDENTIAL TREATMENT PURSUANT TO RULE 406 PROMULGATED UNDER THE SECURITIES ACT OF 1933, AS AMENDED. to the other Party. The JDC JRC may invite non-members to participate in the discussions and meetings of the JDCJRC, provided that such participants have no voting authority at the JDC JRC and are bound under written obligation of confidentiality no less protective of the Parties’ Confidential Information than those set forth in this Agreement. The JDC JRC will be co-chaired, with one chairperson designated by Surface and [***] designated by Novartis, whose responsibilities will include conducting meetings, including, when feasible, ensuring that objectives for each meeting are set and achieved. Responsibility for running each meeting of the JDC JRC will alternate between the chairpersons from meeting-to-meeting, with NovartisSurface’s chairperson running the first meeting. Subject to Section 2.8, upon later after Completion of [***] the last Phase 1 Study for the last Antibody Candidate or Licensed Product, the Parties agree that the JDC JRC will be automatically dissolved with no further action required by either Party.

Formation; Composition; Dissolution. No later than Within [***] days after the Initiation of the first GLP Toxicology Study for any Antibody Candidate or Licensed ProductEffective Date, the Parties will establish a committee to (a) oversee the Development Research of Regional Licensed Antibody Candidates and Regional Licensed Products in accordance with the Development Research Plan(s) for the same and to coordinate the Development Research activities of the Parties with respect thereto, and (b) facilitate the flow of information between the Parties with respect to, and provide a forum to discuss, the Development of T1 Antibody Candidates, T1 Licensed Products, Global Antibody Candidates and Global Licensed Products thereto (the “JDCJRC”). Each Party will initially appoint [***] representatives to the JDCJRC, with each representative having knowledge and expertise in the Development Research of compounds and products similar to the Antibody Candidates and Licensed Products and having sufficient seniority within the applicable Party to make decisions arising within the scope of the JDCJRC’s responsibilities. The JDC JRC may change its size from time to time, provided that the JDC JRC will consist at all times of an equal number of representatives of each of Surface and Novartis. Each Party may replace its JDC JRC representatives at any time upon written notice to the other Party. The JDC JRC may invite non-members to participate in the discussions and meetings of the JDCJRC, provided that such participants have no voting authority at the JDC JRC and are bound under written obligation of confidentiality no less protective of the Parties’ Confidential Information than those set forth in this Agreement. The JDC JRC will be co-chaired, with one chairperson designated by Surface and [***] designated by Novartis, whose responsibilities will include conducting meetings, including, when feasible, ensuring that objectives for each meeting are set and achieved. Responsibility for running each meeting of the JDC JRC will alternate between the chairpersons from meeting-to-meeting, with Novartis▇▇▇▇▇▇▇’s chairperson running the first meeting. Subject to Section 2.8, upon later after Completion of [***] the last Phase 1 Study for the last Antibody Candidate or Licensed Product, the Parties agree that the JDC JRC will be automatically dissolved with no further action required by either Party.