Committee Meetings; Minutes. In order to hold any committee or team meeting or to make a committee or team decision under this [Article 2], at least ​ of such committee or team from each Party must participate in the meeting or vote; provided that either Party may defer a meeting or a vote if such Party desires to postpone until the applicable committee or team members are able to attend, so long as such postponement does not cause material or undue delays to any Tier 1 Program, Tier 2 Program, or Collaboration Program. Committees may meet in person or via teleconference, video conference or the like, provided that ​, unless otherwise agreed by the Parties. Each Party shall bear the expense of its respective representatives’ participation in committee and team meetings. Each committee or team shall keep minutes of its meetings that record in writing any key decisions made. Action items assigned or completed and other appropriate matters may be recorded in such meeting minutes as needed. The Parties shall alternate the responsibility for keeping such meeting minutes for a particular committee or team. Meeting minutes shall be sent to both Parties promptly after a meeting for review, comment and approval. A decision that is made at a committee or team meeting shall be recorded in minutes and decisions that are made by the committee or team outside of a meeting shall be documented in writing (which may be by email).

Meetings and Minutes. Meetings of the SOC may be called by either Party on no less than thirty (30) days’ prior notice during the Term. Each Party shall make all proposals for agenda items and shall provide all appropriate information with respect to such proposed items at least ten (10) days in advance to the applicable meeting; provided that under exigent circumstances requiring input by the SOC, a Party may provide its agenda items to the other Party within a shorter period of time in advance of the meeting, or may propose that there not be a specific agenda for that particular meeting, so long as the other Party consents to such later addition of such agenda items or the absence of a specific agenda for such meeting, such consent not to be unreasonably withheld. Members may participate in a meeting of the SOC by means of a conference telephone or other communications equipment allowing all persons participating in the meeting to hear each other. Participation by such means shall constitute presence in person at the meeting. The chairperson shall prepare and circulate for review and approval of the Parties minutes of each meeting within thirty (30) days after the meeting. Each Party shall bear its own costs for its members to attend such meetings.

A quorum of the JRC shall exist whenever there is present at a meeting at least ​ representatives appointed by each Party; provided that a Party may waive such requirement in respect of its own attendance, in its sole discretion, in the event only ​ of such Party is available to meet. The JRC will meet once every Calendar Quarter, unless otherwise mutually agreed. Meetings of the JRC may be held in person at the respective offices by a Party (or at other locations identified by such Party as may be mutually agreeable to the JRC members) on an alternating basis or by teleconference or videoconference. Notwithstanding the foregoing, the JRC shall meet in person at least twice per year.

Meetings and Minutes. Each Party shall make all proposals for agenda items and shall provide all appropriate information with respect to such proposed items at least ​ in advance to the applicable meeting; provided that under exigent circumstances requiring input by the JPC, a Party may provide its agenda items to the other Party within a shorter period of time in advance of the meeting, or may propose that there not be a specific agenda for that particular meeting, so long as the other Party consents to such later addition of such agenda items or the absence of a specific agenda for such meeting, such consent not to be unreasonably withheld. The chairperson shall prepare and circulate for review and approval of the Parties minutes of each meeting within ​ after the meeting. Each Party shall bear its own costs for its members to attend such meetings.

Meetings and Minutes. Each Committee shall hold meetings in accordance with a schedule established by mutual written agreement of the Parties, and each Committee shall meet at least once each Calendar Quarter, unless otherwise agreed by the applicable Committee. Each Committee may meet in person or by means of teleconference, Internet conference, videoconference or other similar communications equipment, as agreed to by the Parties; provided, however, that, unless otherwise agreed by the Parties, each Committee shall hold at least two (2) in-person meetings per year, with the location for such in-person meetings alternating (on a Committee-by-Committee basis) between Fate’s and Janssen’s facilities in the United States, or such other location as may be mutually agreed upon by the members of the relevant Committee. For each Committee, each Party shall designate one of its representatives on such Committee to co-chair the meetings for such Committee (each, a “Co-Chair”). Each Party’s Co-Chair may also call for special meetings to resolve particular matters requested by such Party upon ​ Business Days’ prior written notice to the other Party’s applicable Committee members. Each Party shall bear its own expenses related to participation in and attendance at such meetings by its Committee representatives. The Co-Chairs shall, with and through the assistance of the Alliance Managers, coordinate and prepare the agenda for, and ensure the orderly conduct of, the meetings of each Committee. The Co-Chairs shall, with and through the assistance of the Alliance Managers, solicit agenda items from Committee members and provide an agenda, along with appropriate information for such agenda, reasonably in advance of any meeting. Such agenda shall include all items requested by either Co-Chair for inclusion therein. In the event a Co-Chair or another Committee member from either Party is unable to attend or participate in a meeting of a Committee, the Party whose Co-Chair or member is unable to attend may designate a substitute co-chair or other representative for such meeting. Each Party, through its Co-Chair and Alliance Manager, shall alternate responsibility for preparing written minutes of the meetings of each Committee and shall provide such minutes to the Committee members for review no later than ​ Business Days after the date of the meeting to which the minutes pertain, which minutes shall become official if the Parties do not provide any comments to such minutes within ​ Business Days of its receipt (or such additional period of time as mutually agreed by the Parties) after the Party entrusted with such responsibility at such meeting provides such minutes to the Parties for review. In the event that a Party provides comments to the minutes within such ​ Business Day period (or such additional period of time as mutually agreed by the Parties), the Committee members of each Party will discuss such comments in good faith to resolve any discrepancies within ​ Business Days after receipt of such comments.

Meetings and Minutes. The JRC shall meet quarterly, or in each case as otherwise agreed to by the Parties, with the location of such meetings alternating between locations designated by Licensor and locations designated by [[Organization A:Organization]]. The chairperson of the JRC shall be responsible for calling meetings on no less than ​ notice. Each Party shall make all proposals for agenda items and shall provide all appropriate information with respect to such proposed items at least ​ in advance of the applicable meeting; provided, that under exigent circumstances requiring input by the JRC, a Party may provide its agenda items to the other Party within a shorter period of time in advance of the meeting, or may propose that there not be a specific agenda for a particular meeting, so long as the other Party consents to such later addition of such agenda items or the absence of a specific agenda for such meeting. The chairperson of the JRC shall prepare and circulate for review and approval of the Parties minutes of each meeting within ​ after the meeting. The Parties shall agree on the minutes of each meeting promptly, but in no event later than the next meeting of the JRC. If the Parties cannot agree on the content of the minutes, the objecting Party shall append a notice of objection with the specific details of the objection to the proposed minutes.

Meetings and Minutes. The JDC shall meet quarterly, or as otherwise agreed to by the Parties, with the location of such meetings alternating between locations designated by [[Surmodics:Organization]] and locations designated by Abbott. The chairperson of the JDC shall be responsible for calling meetings on no less than ​ notice. Each Party shall make all proposals for agenda items and shall provide all appropriate information with respect to such proposed items at least ​ in advance of the applicable meeting; provided that under exigent circumstances requiring input by the JDC, a Party may provide its agenda items to the other Party within a shorter period of time in advance of the meeting, or may propose that there not be a specific agenda for a particular meeting, so long as the other Party consents to such later addition of such agenda items or the absence of a specific agenda for such meeting. The chairperson of the JDC shall prepare and circulate for review and approval of the Parties minutes of each meeting within ​ after the meeting. The Parties shall agree on the minutes of each meeting promptly, but in no event later than the next meeting of the JDC.

Meetings; Minutes. The JRC shall meet at least ​ per Calendar Quarter, or as otherwise agreed upon by the Parties. JRC meetings may be held in person or by audio or video conference; provided that unless otherwise agreed, at least ​ per Calendar Year shall be held in person. In-person meetings shall be held at locations alternately selected by the Parties. The Alliance Managers shall be responsible for calling meetings on no less than ​ notice. Each Party shall make all proposals for agenda items and shall provide all appropriate information with respect to such proposed items at least ​ in advance of the applicable meeting; provided, that if the input by the JRC is required urgently, a Party may provide its agenda items to the other Party within a shorter period of time in advance of the meeting, or may propose that there not be a specific agenda for a particular meeting, so long as the other Party consents to such later addition of such agenda items or the absence of a specific agenda for such meeting, such consent not to be unreasonably withheld, conditioned, or delayed. The Alliance Managers shall prepare and circulate the minutes of each meeting for review and approval of the Parties within ​ after the meeting. The Parties shall agree on the minutes of each meeting promptly, but in no event later than ​. If the minutes of any meeting of the JRC are not unanimously approved by ​, then the Party objecting to the approval of such minutes will append a notice of objection with the specific details of the objection to the proposed minutes.

Minutes. The Alliance Manager from one of the Parties, on an alternating basis, shall be responsible for preparing and circulating minutes of each meeting of the JSC, setting forth, inter alia, an overview of the discussions at the meeting and a list of any actions, decisions or determinations approved by the JSC. Such minutes shall be effective only after approval by both Parties in writing (which may be by electronic mail). Definitive minutes of all JSC meetings shall be finalized no later than thirty (30) days after the meeting to which the minutes pertain.

Meetings and Minutes. Each Joint Committee shall hold meetings at such times as the Parties shall determine, but in no event less frequently than ​ during the Term or as otherwise agreed by the Parties, with respect to the JDC, JCC and JMC, commencing from and after the time such Joint Committee is established as provided herein. Meetings of each Joint Committee may be conducted by telephone, by video-conference, or in-person as determined by such Joint Committee. In-person meetings of each Joint Committee, unless otherwise agreed, shall alternate between REGENX’s offices and PARTNER’s offices. The co-chairpersons of the Joint Committees shall be responsible for calling meetings on no less than ​ notice unless exigent circumstances require shorter notice. Each Party shall make all proposals for agenda items at least ​ in advance of the applicable meeting; provided that under exigent circumstances requiring input by a Joint Committee, a Party may provide its agenda items to the other Party within a shorter period of time in advance of the meeting or may propose that there not be a specific agenda for a particular meeting, so long as the other Party consents to such later addition of such agenda items or the absence of a specific agenda for such meeting (which consent shall not be unreasonably withheld, conditioned or delayed). The co-chairpersons of each Joint Committee shall prepare and circulate for review and approval of the Parties’ minutes of each meeting within ​ after the meeting. The Parties shall agree on the minutes of each meeting promptly, ​.