Common use of Joint Project Team Clause in Contracts

Joint Project Team. As soon as possible after the Effective Date, the Parties shall establish a joint project team (the “JPT”) which shall be initially responsible for the day-to-day operations of the Initial Target Program. The JPT shall also be responsible for the day-to-day operations of all other Collaboration Programs when they become ***Portions of this page have been omitted pursuant to a request for Confidential Treatment and filed separately with the Commission. effective; provided, that if multiple JPTs are needed due to different Targets or disease areas, then the Parties may establish separate JPTs for different Collaboration Programs. The JPT shall be comprised of representatives from each of GSK and Adaptimmune with the appropriate scientific expertise with respect to the conduct of the Development Plans (and such representatives may vary depending on the relevant Project Phase) and shall meet on a monthly basis (or more or less frequently as agreed by the Parties) at Adaptimmune’s facilities, GSK’s facilities or via teleconference at such times as may be agreed by the Parties during the term of the applicable Collaboration Program. The JPT will report to the JSC and will be responsible for the day-to-day management of the conduct of the Development Plans including any non-material changes to the Development Plans, overseeing the conduct of experiments and reviewing data resulting from such experiments as set forth in the Development Plans, proposing amendments to the Development Plans, proposing new Development Plans to the JSC for new Collaboration Programs for JSC approval, discussing potential Lead Candidates and Development Candidates for proposal to the JSC. All decisions of the JPT on matters for which it has responsibility shall be made unanimously. In the event that the JPT is unable to reach a unanimous decision within ten (10) Business Days after it has met and attempted to reach such decision, then either Party may, by written notice to the other, have such issue submitted to the JSC for resolution in accordance with Section 4.5. Each Party will bear all expenses it incurs in regard to participating in all meetings of the JPT, including all travel and living expenses. Each JPT shall automatically cease to exist on completion of the relevant Collaboration Programs that it supports and exercise or expiry of all Collaboration Program Options applicable to such Collaboration Programs.

Joint Project Team. As soon as possible after the Effective Date, the Parties shall establish a joint project team (the “Joint Project Team” or “JPT”) which shall be initially responsible for the day-to-day operations of the Initial Target Program. The JPT shall also be responsible for the day-to-day operations of all other Collaboration Programs when they become ***Portions of this page have been omitted pursuant to a request for Confidential Treatment and filed separately with the Commission. effective; provided, that if multiple JPTs are needed due to different Targets or disease areas, then the Parties may establish separate JPTs for different Collaboration Programs). The JPT shall be comprised of an equal number of representatives from each of GSK and Adaptimmune EPIZYME with the appropriate scientific expertise with respect to the conduct of the Development Research Plans (and such representatives may vary depending on the relevant Project Phase) and shall meet on a monthly [**]basis (or more or less frequently as agreed by the Parties) at Adaptimmune’s facilities, GSKEPIZYME’s facilities or via teleconference at such times as may be agreed by the Parties during the term Research Term. The first scheduled meeting of the applicable Collaboration ProgramJPT shall be held as soon as possible after the Effective Date, but unless otherwise agreed by the Parties, no later than [**]. The JPT will report to the JSC and will be responsible for the day-to-day management of the conduct of the Development Research Plans including any non-material changes to the Development Plans, overseeing the conduct of experiments and reviewing data resulting from such experiments as set forth in the Development Research Plans, proposing amendments to the Development Research Plans, proposing developing new Development Research Plans when Available Targets are chosen by GSK as Selected Targets, exchanging information regarding the Parties’ activities conducted during the Collaboration, and making recommendations to the JSC for new Collaboration Programs for JSC approvalwith respect to whether Compounds achieve the Tractable Hit Criteria, discussing potential Lead Candidates and Candidate Criteria or Development Candidates for proposal Candidate Criteria. Notwithstanding anything in this Agreement to the JSCcontrary, EPIZYME shall have the right to [**] of any Compound prior to such Compound’s achievement of the Lead Candidate Criteria, whether [**] at any JPT meeting, in any report or otherwise. All decisions of the JPT on matters for which it has responsibility shall be made unanimously. In the event that the JPT is unable to reach a unanimous decision within ten (10) Business Days [**] days after it has met and attempted to reach such decision, then either Party may, by written notice to the other, have such issue submitted to the JSC for resolution in accordance with Section 4.54.1.5. Each Party will bear all expenses it incurs in regard to participating in all meetings of the JPT, including all travel and living expenses. Each JPT shall automatically cease to exist on completion of the relevant Collaboration Programs that it supports and exercise or expiry of all Collaboration Program Options applicable to such Collaboration Programs.

Joint Project Team. As soon as possible after the Effective Date, the Parties shall establish a joint project team (the “JPT”) which shall be initially responsible for the day-to-day operations of the Initial Target Program. The JPT shall also be responsible for the day-to-day operations of all other Collaboration Programs when they become ***Portions of this page have been omitted pursuant to a request for Confidential Treatment and filed separately with the Commission. effective; provided, that if multiple JPTs are needed due to different Targets or disease areas, then the Parties may establish separate JPTs for different Collaboration Programs. The JPT shall be comprised of representatives from each of GSK and Adaptimmune Immunocore with the appropriate scientific expertise with respect to the conduct of the Development Research Plans (and such representatives may vary depending on the relevant Project Phase) and shall meet on a monthly [***] basis (or more or less frequently as agreed by the Parties) at Adaptimmune’s facilities, GSKImmunocore’s facilities or via teleconference at such times as may be agreed by the Parties during the term of the applicable Collaboration ProgramResearch Term. The JPT will report to the JSC and will be responsible for the day-to-day management of the conduct of the Development Research Plans including any non-material changes to the Development Plans, overseeing the conduct of experiments and reviewing data resulting from such experiments as set forth in the Development Research Plans, proposing amendments to the Development Research Plans, proposing new Development Research Plans to the JSC for new Collaboration Programs for JSC approval, discussing potential Lead Candidates and Development Candidates for proposal to the JSC. All decisions of the JPT on matters for which it has responsibility shall be made unanimously. In the event that the JPT is unable to reach a unanimous decision within ten (10) Business Days [***] after it has met and attempted to reach such decision, then either Party may, by written notice to the other, have such issue submitted to the JSC for resolution in accordance with Section 4.5. Each Party will bear all expenses it incurs in regard to participating in all meetings of the JPT, including all travel and living expenses. Each JPT shall automatically cease to exist on completion of the relevant Collaboration Programs that it supports and exercise or expiry of all Collaboration Program Options applicable to such Collaboration Programs.

Joint Project Team. As soon as possible after the Effective Date, the Parties 7.2.1 The PARTIES shall establish a joint project team (the “JPT”) which shall be initially responsible for the day-to-day operations JOINT PROJECT TEAM consisting of the Initial Target Programnecessary disciplines and their respective PROJECT LEADER to (i) ensure the progress of the project, (ii) coordinate the performance of the project, and (iii) facilitate communication among the PARTIES. The JPT Each JOINT PROJECT TEAM member shall also be responsible for the day-to-day operations of all other Collaboration Programs when they become ***Portions of this page have been omitted pursuant to a request for Confidential Treatment knowledge and filed separately ongoing familiarity with the Commissionproject and will possess the authority to make decisions on matters likely to be raised in the JOINT PROJECT TEAM. effective; provided, that if multiple JPTs are Each PARTY shall have the right to substitute its members of the JOINT PROJECT TEAM as needed due from time to different Targets or disease areas, then the Parties may establish separate JPTs for different Collaboration Programs. The JPT shall be comprised of representatives from each of GSK and Adaptimmune with the appropriate scientific expertise with respect time by giving written notice to the conduct of the Development Plans (and such representatives may vary depending on the relevant Project Phase) and other PARTY due time in advance. 7.2.2 The JOINT PROJECT TEAM shall meet in person or by means of a video conference or teleconference on a monthly periodic basis (or more or less frequently i) as agreed by the PartiesPROJECT LEADERS after written request for such meeting by either PARTY, or (ii) at Adaptimmune’s facilitiesas specified in the project plan, GSK’s facilities or via teleconference at such times as may be agreed by the Parties during the term amended from time to time. 7.2.3 The JOINT PROJECT TEAM shall oversee a project. Prior to each meeting of the applicable Collaboration Program. The JPT JOINT PROJECT TEAM the PARTIES will report distribute to the JSC each other written copies of all reasonably necessary materials, data and will be responsible for the day-to-day management information arising out of the conduct of their activities hereunder. 7.2.4 Each PARTY shall bear its own costs associated with such meetings and communications. It is the Development Plans including any non-material changes right of each PARTY to call for a JOINT PROJECT TEAM meeting according to the Development Planscovenants of this Section 7.2 in writing (e-mail sufficient) at any time. In such case the meeting will be held at the other PARTY’s offices (or by means of videoconference or teleconference upon suggestion of the requesting PARTY) at a time mutually agreed to by both PROJECT LEADERS. 7.2.5 In the event that the JOINT PROJECT TEAM is unable to reach agreement on any issue and is unable to make decisions arising out of operational and scientific issues within […***…], overseeing the conduct each PARTY may call in an expert of experiments and reviewing data resulting from such experiments as set forth in the Development Plans, proposing amendments its own choice to render advice to the Development PlansJOINT PROJECT TEAM. Based on the advice of such expert(s) and the team members’ know-how, proposing new Development Plans the JOINT PROJECT TEAM will try to the JSC for new Collaboration Programs for JSC approval, discussing potential Lead Candidates and Development Candidates for proposal to the JSC. All decisions of the JPT on matters for which it has responsibility shall be made unanimouslyresolve such issue. In the event that the JPT is unable PROJECT TEAM fails to reach a unanimous decision agreement on an issue within ten (10) Business Days after it has met and attempted to reach […***…] of first undertaking resolution of such decisionissue, such issue shall then either Party may, by written notice be referred to the otherSTEERING COMMITTEE for immediate resolution. CONFIDENTIAL ▇▇▇▇: 151373 7.2.6 The JOINT PROJECT TEAM shall have no authority to amend this Agreement, have such issue submitted including any Appendix or CHANGE ORDER. The JOINT PROJECT TEAM shall recommend to the JSC STEERING COMMITTEE for resolution approval changes to any planned activities that are expected to result in accordance with Section 4.5. Each Party will bear all expenses it incurs in regard increased costs to participating in all meetings of the JPTHORIZON, including all travel and living expenses. Each JPT but shall automatically cease have no authority itself to exist on completion of the relevant Collaboration Programs that it supports and exercise or expiry of all Collaboration Program Options applicable to approve such Collaboration Programsactivities.

Joint Project Team. As soon as possible after 2.2.1 With effect from the Effective Start Date, a JPT will be formed within [***] of signature to oversee and discuss the Parties shall establish a joint project team (activities regarding the “JPT”) which shall be initially responsible for Clinical Trial. In particular, the day-to-day operations JPT will discuss high level risks and agree mitigation strategies to avoid issues where possible. Should issues arise, the JPT will resolve those potential and actual issues and disputes relating to the performance of the Initial Target ProgramClinical Trial. The JPT shall will also be responsible discuss and agree on the form and content of safety data transfers under the Clinical Safety Information Exchange Template set out under Schedule 3, a strategy for the day-to-day operations publication of all other Collaboration Programs when they become ***Portions Results (including, where appropriate, for the joint publication of this page have been omitted pursuant to a request for Confidential Treatment Results) and filed separately with the Commission. effective; provided, that if multiple JPTs are needed due to different Targets or disease areas, then the Parties may establish separate JPTs for different Collaboration Programs. review of Data Packages. 2.2.2 The JPT shall be comprised will comprise six (6) members (“JPT Members”) in total, including the Project Leaders of representatives each Party, with three (3) appointees from each of GSK the Charity and Adaptimmune with the appropriate scientific expertise with respect to the conduct Company. Each of the Development Plans Charity and the Company will be entitled to remove any JPT Member appointed by it and to appoint any person to fill a vacancy arising from the removal or retirement of such JPT Member. The removing Party will give the other Party prior written notice of any proposed changes in the identity of any of their JPT Members. 2.2.3 The JPT will meet as soon as reasonably practicable following its establishment pursuant to clause 2.2.1 and thereafter will hold regular meetings at intervals of approximately eight (8) weeks throughout the Clinical Trial, in each case at dates and such representatives may vary depending on the relevant Project Phase) times to be mutually agreed. It is understood and shall meet on a monthly basis (or more or less frequently as agreed by the Parties) at Adaptimmune’s facilities, GSK’s facilities or via teleconference at such times as may be agreed by the Parties during that in order to ensure that the term Clinical Trial is undertaken optimally that the JPT will need to operate on a highly proactive and responsive basis and consider and make decisions on an ad-hoc basis as required from time to time and as appropriate the Parties will use their reasonable endeavours to ensure that JPT Members can meet at short notice where necessary. 2.2.4 Each of the applicable Collaboration ProgramCharity and the Company may invite observers (including its employees and third parties) to meetings of a JPT. The JPT A Party inviting any such observer will report ensure that the other Party is advised at least [***] prior to the JSC relevant meeting of the identity of the observer and that such observers are bound by obligations of confidentiality no less onerous than those imposed by this Agreement. Such observers will not be counted towards any assessment of quorum for the purpose of clause 2.2.6 and will not be responsible for the day-to-day management of the conduct of the Development Plans including entitled to participate in any non-material changes to the Development Plans, overseeing the conduct of experiments and reviewing data resulting from such experiments as set forth in the Development Plans, proposing amendments to the Development Plans, proposing new Development Plans to the JSC for new Collaboration Programs for JSC approval, discussing potential Lead Candidates and Development Candidates for proposal to the JSCdecision making or voting. All decisions Private & Confidential 2.2.5 Meetings of the JPT on matters for which it has responsibility shall may be made unanimouslyheld (at the request of either the Charity or the Company) by teleconference or other electronic means. In the event that case of meetings at which JPT Members are physically present the JPT is unable to reach a unanimous decision within ten (10) Business Days after it has met and attempted to reach such decisionvenue for all meetings will, then either unless otherwise agreed by the Project Leaders, alternate between the hosting Party may, by written notice to the other, have such issue submitted to the JSC for resolution in accordance with Section 4.5Oxford or London. Each Party will bear all expenses it incurs travel and subsistence costs incurred by their JPT Members in regard to participating in all connection with their attendance at meetings of the JPT, including all travel and living expenses. Each . 2.2.6 The quorum for meetings of each JPT shall automatically cease to exist on completion will be at least one (1) JPT Member appointed by each of the relevant Collaboration Programs Charity and the Company provided however that each meeting must be formally called and notified to all JPT Members together with an agenda that accurately identifies all items (including any other business “AOB”) to be discussed or decided at that meeting. 2.2.7 Decisions of the JPT will be made by unanimous agreement of the Members present (in person or via dial in). Should it supports prove impossible to obtain such agreement, it will be referred for resolution to the Director of the Centre for Drug Development for the Charity and exercise a Director of the Company. For the avoidance of doubt, any decision relating to the safe conduct of the Clinical Trial will be solely the Charity’s. 2.2.8 The draft minutes of each meeting of the JPT will be prepared by the Project Leader of the host Party and be sent to each of the JPT Members for review and finalisation within [***] after each meeting. 2.2.9 The Charity will use reasonable endeavours to take reasonable actions proposed by the Company through the JPT provided that (i) any such actions can be implemented without an increase in the Charity’s budget for the Clinical Trial and (ii) the Charity retains the final decision making authority over all matters necessary for the safe, proper and/or lawful conduct of the Clinical Trial or expiry the health or safety of all Collaboration Program Options applicable any Clinical Trial Subject, and subject to such Collaboration Programs(i) and (ii) above the Charity shall not unreasonably refuse to complete any action agreed by the JPT or otherwise resolved according to the process provided in clause 2.2.7. 2.2.10 The JPT will not have authority to vary or amend the terms of this Agreement or to require any Party to incur any expenditure additional to that contemplated expressly by this Agreement.

Joint Project Team. As soon as possible after the Effective DateThe Development and Commercialization activities and Legal Activities for each Product shall be conducted and managed on an on-going basis through a Joint Project Team for such Product (each such team, the Parties shall establish a joint project team (the “JPT”) which shall be initially responsible for the day-to-day operations of the Initial Target Program. The JPT shall also be responsible for the day-to-day operations of all other Collaboration Programs when they become ***Portions of this page have been omitted pursuant to a request for Confidential Treatment and filed separately with the Commission. effective); provided, however, that if multiple JPTs are needed due to different Targets or disease areas, then the Parties may establish separate JPTs for different Collaboration Programs. The JPT Sandoz shall be comprised of representatives from each of GSK and Adaptimmune with the appropriate scientific expertise with respect to the conduct of the Development Plans (and such representatives may vary depending on the relevant Project Phase) and shall meet on a monthly basis (or more or less frequently as agreed by the Parties) at Adaptimmune’s facilities, GSK’s facilities or via teleconference at such times as may be agreed by the Parties during the term of the applicable Collaboration Program. The JPT will report to the JSC and will be responsible for the day-to-day management of such Commercialization activities, subject to the conduct oversight of the relevant JPT and in accordance with the Annual Collaboration Plan. Each JPT shall have one (1) Joint Project Team Leader (each, a “JPTL”). Each Party shall designate a Local Project Leader (each, an “LPL”) to function as the liaison and to coordinate efforts and communication for such JPT within such Party with respect to such Product. The JPTL for each Glycoprotein Product shall be selected by Sandoz; the JPTL for the Copaxone-Referenced Product shall be selected by Momenta; and the JPTL for the Lovenox-Referenced Product shall be selected by the JOC. Each JPTL shall report to the AMs. Each JPT shall be responsible, via oversight by the JPTL with respect to the relevant Product, for: (a) executing all on-going aspects of the Development Plans including any non-material changes and Commercialization of, and the Legal Activities with respect to, such Product; (b) preparing and submitting to the Development Plans, overseeing the conduct of experiments Alliance Managers Annual Collaboration Plans for each Contract Year; (c) discussing and reviewing data resulting from such experiments as set forth in the Development Plans, proposing amendments resolving ongoing issues; (d) periodically reporting to the Development PlansJOC, proposing new Development Plans through the JAM, and referring any disputes not resolved by the JPTs to the JSC JOC for new Collaboration Programs for JSC approval, discussing potential Lead Candidates resolution; and Development Candidates for proposal (e) periodically reporting to the JSCJOC and the Legal/Intellectual Property Team the status of intellectual property relevant to the Collaborative Program. All decisions Each JPT shall only act unanimously and each Party, acting through its representatives, shall have one vote on each JPT. Each JPT will be composed of functional area representatives who are directly involved with and responsible for Development and Commercialization activities and Legal Activities (which may include, but are not limited to, analytics, characterization, process development, bioequivalence/clinical, regulatory, intellectual property/legal, commercialization and supply chain, each as appropriate for the stage of Development or Commercialization of the relevant Product) per the relevant Annual Collaboration Plan. The JOC may alter the functional composition of and representation on a JPT on matters for which it has responsibility shall be made unanimouslyover time as appropriate. In the event that the Momenta and Sandoz may each change its JPT is unable to reach a unanimous decision within ten (10) Business Days after it has met and attempted to reach such decision, then either Party may, representatives at any time by giving written notice to the other, have such issue submitted to the JSC for resolution in accordance with Section 4.5. Each Additional representatives of a Party will bear all expenses it incurs in regard to participating in all may attend meetings of the JPT, including all travel and living expensesJPTs on an ad hoc invited basis as appropriate. Each JPT shall automatically cease to exist on completion meet at least monthly during the course of the Collaborative Program. Within [**] days after each meeting, the JPT (via the JPTL and LPL) will provide the Alliance Managers with a written report describing the status of the Collaborative Program with respect to the relevant Product, including, without limitation, a summary of the results and progress to date, the status of the then-current budget in the relevant Annual Collaboration Programs that it supports Plan (actuals vs. estimates), project timelines, critical path issues and exercise or expiry of all Collaboration Program Options applicable any other issues requiring resolution, proposed solutions to such Collaboration Programsissues, and the agreed resolution of previously reported issues.

Joint Project Team. As soon as possible Within [Redacted] after the Effective Date, the Parties shall will establish a joint project team Joint Project Team for the Initial Licensed Compound (the “Joint Project Team” or “JPT”) ), which shall consist of an equal number representatives from each of the Parties, such number to be initially responsible determined by the JGC. From time to time, each Party may substitute one or more of its representatives to the JPT on written notice to the other Party. Each Party’s JPT representatives shall include (a) key member(s) of each formed Working Group, if any, (b) any representatives of any other functions relevant for the day-to-day operations advancement of the Initial Target ProgramLicensed Compound, and (c) a program team leader and project manager from each Party. Other functional team members may participate in meetings of the JPT when deemed appropriate by the JPT representatives; provided that such team members are bound by obligations of confidentiality and non-disclosure at least as protective of the other Party as those set forth in Article 12. The JPT shall: (i) oversee any Working Groups, including ensuring alignment and synergy among the Working Groups, streamlining interactions among the Working Groups and the JGC and ensuring the respective Working Groups meet in accordance with Section 9.3, (ii) coordinate the flow of information between Working Groups in order to ensure preparedness for decision-making at the JGC and (iii) conduct detailed discussions and identify matters for further discussions in the relevant Working Groups or matters for review or approval at the JGC. The JPT shall also be responsible for the daynot have any decision-to-day operations of all other Collaboration Programs when they become ***Portions of this page have been omitted pursuant to a request for Confidential Treatment and filed separately with the Commission. effective; provided, that if multiple JPTs are needed due to different Targets or disease areas, then the Parties may establish separate JPTs for different Collaboration Programsmaking authority. The JPT shall be comprised of representatives from each of GSK and Adaptimmune with have the appropriate scientific expertise right to adopt such procedural rules (including with respect to the conduct of the Development Plans (meetings, agendas and such representatives may vary depending on the relevant Project Phaseminutes) and as shall meet on a monthly basis (or more or less frequently as agreed by the Parties) at Adaptimmune’s facilitiesbe necessary for its work, GSK’s facilities or via teleconference at such times as may be agreed by the Parties during the term of the applicable Collaboration Program. The JPT will report to the JSC and will be responsible for the day-to-day management of the conduct of the Development Plans including any non-material changes to the Development Plans, overseeing the conduct of experiments and reviewing data resulting from extent that such experiments as set forth in the Development Plans, proposing amendments to the Development Plans, proposing new Development Plans to the JSC for new Collaboration Programs for JSC approval, discussing potential Lead Candidates and Development Candidates for proposal to the JSC. All decisions of the JPT on matters for which it has responsibility shall be made unanimously. In the event that the JPT is unable to reach a unanimous decision within ten (10) Business Days after it has met and attempted to reach such decision, then either Party may, by written notice to the other, have such issue submitted to the JSC for resolution in accordance rules are not inconsistent with Section 4.5. Each Party will bear all expenses it incurs in regard to participating in all meetings of the JPT, including all travel and living expenses. Each JPT shall automatically cease to exist on completion of the relevant Collaboration Programs that it supports and exercise or expiry of all Collaboration Program Options applicable to such Collaboration Programsthis Agreement.

Joint Project Team. As soon as possible after (a) Within thirty (30) days of the Effective Date, the Parties shall will establish a joint project team Joint Project Team (the “JPT”) which shall be initially responsible for the day-to-day operations of the Initial Target Program. The JPT shall also be responsible for the day-to-day operations of all other Collaboration Programs when they become ***Portions of this page have been omitted pursuant to a request for Confidential Treatment and filed separately with the Commission. effective; provided, that if multiple JPTs are needed due to different Targets or disease areas, then the Parties may establish separate JPTs for different Collaboration Programs). The JPT shall be comprised composed of [*] representatives from appointed by each of GSK Lonza and Adaptimmune Genentech. Each representative will have one vote on all matters within the JPT’s purview. Such representatives will include the Product Manager, Technical Lead, Manufacturing Lead, Quality Control Lead, Quality Assurance/Regulatory Lead, Raw Materials Lead, Supply Chain Lead and Engineering Lead, or other individuals with expertise and responsibilities in the appropriate scientific expertise with respect same areas of manufacturing, process sciences, quality control or regulatory affairs. Either Party may replace any or all of its representatives at any time upon written notice to the conduct of other Party; provided, Lonza shall only appoint a new representative to succeed its prior representative with prior notice to, and after good faith consultation with, Genentech, and provided further, any such new representative shall be mutually agreed to by the Development Plans (and Parties. Genentech shall not unreasonably withhold its agreement to any such representatives may vary depending on the relevant Project Phase) and shall new representative proposed by Lonza. The JPT will meet on a monthly basis (at least once each week, or more or less frequently frequently, as agreed by the Parties) at Adaptimmune’s facilities, GSK’s facilities or via teleconference at such times as may be agreed by the Parties during the term of the applicable Collaboration ProgramJPT. The JPT will report to the JSC and will be responsible for the day-to-day management of the conduct of the Development Plans including any non-material changes to the Development Plansoperate by unanimous decision, overseeing the conduct of experiments and reviewing data resulting from such experiments except as expressly set forth in the Development Plans, proposing amendments to the Development Plans, proposing new Development Plans to the JSC for new Collaboration Programs for JSC approval, discussing potential Lead Candidates and Development Candidates for proposal to the JSCherein. All decisions of the JPT on matters for which it has responsibility shall be made unanimously. In the event that If the JPT is unable to reach resolve a unanimous decision within ten (10) Business Days after it has met and attempted dispute regarding any issue presented to reach it, such decision, then either Party may, by written notice to the other, have such issue submitted to the JSC for resolution dispute shall be resolved in accordance with Section 4.5. Each Party will bear all expenses it incurs in regard to participating in all meetings 3.1.4 below. (b) The purposes of the JPTJPT shall be to (i) monitor, review and guide the transfer and implementation of the Manufacturing Process, and the manufacture of Bulk Drug, at the Lonza Facility, (ii) coordinate the activities of the Parties hereunder to ensure transfer and implementation of the Manufacturing Process, and the manufacture of Bulk Drug, at the Lonza Facility, including all travel and living expenses. Each JPT shall automatically cease to exist on completion management of technical aspects of routine manufacture of the relevant Collaboration Programs that it supports Bulk Drug; iii) report to and exercise or expiry keep the Technical Committee informed of all Collaboration Program Options applicable the progress of the transfer and implementation of the Manufacturing Process, and the manufacture of Bulk Drug, at the Lonza Facility; and (iv) performing such other tasks and undertaking such other responsibilities as may be specifically delegated to such Collaboration Programsthe JPT by mutual agreement of the Parties.