Responsibilities. Supplier and Customer will each perform their respective duties, obligations and responsibilities (“Responsibilities”) as set forth in each Statement of Work. Customer’s failure to perform a Responsibility will excuse Supplier’s obligation to perform its corresponding obligations under the Agreement only if Supplier provides written notice to Customer of such failure and demonstrates that: # Customer’s failure was the direct cause of Supplier’s inability to perform; and # Supplier could not have continued performance by using reasonable methods, activities and procedures. In the event of (i) and (ii), Supplier will be excused from performance of those Services impacted by Customer’s failure to perform only to the extent that, and for so long as, Customer’s failure to perform its Responsibilities prevents Supplier’s performance, and provided that Supplier takes reasonable steps to mitigate the effects of Customer’s failure to perform.

Responsibilities. The JSC will have responsibility for: # overseeing the Development, Manufacturing, and Commercialization of the Licensed Antibodies and the Licensed Products in the Field and in the Territory; # reviewing and approving the Territory Development Plans, including any updates or amendments thereto; # reviewing and providing comments to the Territory Commercialization Plans, including Commercialization activities of the Licensed Antibodies and the Licensed Products in the Field and in the Territory; # exchanging information on communications with Regulatory Authorities in the Territory regarding the Licensed Antibodies and/or the Licensed Products; # reviewing scientific publications proposed by Betta in relation to Licensed Antibodies and/or the Licensed Products; # serving as a forum to coordinate with respect to implementation of the Global Branding Strategy, review of Promotional Materials, sales, pricing, reimbursement and other items relevant to the Commercialization of Licensed Products in the Territory; # serving as a forum to coordinate with respect to the Manufacture of the Licensed Antibodies and Licensed Products in the Territory, including the selection of Third Party Manufacturers and oversight of the Tech Transfer Plan; # coordinating the supply of the Licensed Antibodies from [[Agenus:Organization]] to Betta as contemplated under Section 5.1, the Supply Agreement, and the supply of the Licensed Antibodies or Licensed Products from Betta to [[Agenus:Organization]] as contemplated under [Section 5.2]; and # performing such other functions as expressly set forth in this Agreement or appropriate to further the purposes of this Agreement, as mutually agreed upon by the Parties in writing.

Responsibilities. Executive shall report to [[Person A:Person]]n his capacity as Chief Executive Officer or Executive Chairman of the Board, as the case may be, for so long as [[Person A:Person]] is an employee of the Company. In the event that [[Person A:Person]] ceases to be an employee of the Company prior to the Retirement Date, Executive shall report to the Chief Executive Officer. While employed by the Company, Executive shall be responsible for onboarding, coaching and supporting his successor as Chief Commercial and Leasing Officer, along with other duties related to the Company’s commercial or leasing activities which may be reasonably assigned by the party to whom Executive reports. Executive agrees to abide by all the policies, practices and rules of the Company.”

Responsibilities. The JSC’s responsibilities shall include, but not be limited to, the following functions:

Responsibilities. The JDC shall be responsible for: # overseeing the Parties’ activities under this Agreement; # reviewing, monitoring and coordinating the Parties’ activities relating to [[Durect:Organization]] Development Activities under this Agreement; # facilitating access to and the exchange of information between the Parties related to the development of Product, including technology transfer; # reviewing and commenting on each Product Development Plan and any amendment thereto (including as provided in [Section 4.1(a)(4)]); # establishing, reviewing and approving each Technology Transfer Plan, including the budget therein, and any amendments thereto; and # undertaking or approving such other matters as are specifically provided for the JDC under this Agreement.

Responsibilities. Each Party will be ​ responsible for all regulatory matters relating to a Licensed Product in its Territory and will own all Regulatory Materials in its Territory with respect to such Licensed Product, provided that aTyr will, and will cause Third Parties who Manufacture [[Unknown Identifier]] or the Licensed Products, ​, to # ​ as required by the Pharmaceuticals and Medical Device Agency (or successor agency), # handle any regulatory matter relating thereto, and # provide Kyorin ​. Each Party will have the sole right to # oversee, monitor and coordinate all regulatory actions, communications and filings with, and submissions to, each Regulatory Authority in its Territory with respect to each Licensed Product; # interface, correspond and meet with each Regulatory Authority in its Territory with respect to each Licensed Product; and # seek and maintain all Regulatory Filings in its Territory with respect to each Licensed Product.

The general administration of this Program is the responsibility of the Company’s Senior Vice President and General Counsel who has final and binding authority to administer, and the overall responsibility to effectuate the terms and conditions of and for the day-to-day administration of this Program in accordance with its stated terms. These responsibilities may be delegated to another person or persons, including group personnel where appropriate, and such delegation to be effectuated must be in writing.

Responsibilities. The JSC shall have responsibility for: # attempting to resolve any disputes and to consider any other issues brought to its attention by the Parties (including disputes regarding any proposed amendments to the Development Plan or the Commercialization Plan); and # performing such other functions as appropriate to further the purposes of this Agreement, as mutually agreed upon by the Parties in writing.

Responsibilities. The JDC shall have responsibility for # setting overall strategic objectives and plans related to the Development of the Licensed Product in the Certain portions of this Exhibit have been omitted pursuant to a request for confidentiality. Such omitted portions, which are marked with brackets ​ and an asterisk*, have been separately filed with the Securities and Exchange Commission.

Responsibilities. The JCC shall have responsibility for # setting overall strategic objectives and plans related to Commercialization of Licensed Product in the Field in the Territory; # reviewing, commenting on and approving the Commercialization Plan; # reviewing, commenting on or approving, as necessary, any Promotional Materials and/or Educational Materials and Activities submitted by a Party to the JCC in accordance with Section 5.8; # monitoring Licensee’s performance against the then-current Commercialization Plan; # reviewing Commercialization issues for Licensed Product in the Field in the Territory that will have an impact on Commercialization of Licensed Product in the Acorda Territory; # reviewing Commercialization activities for the Licensed Product in the Acorda Territory that Acorda submits to the JCC in accordance with its reporting obligations under Section 7.3(b); # providing a forum for the Parties to discuss the Commercialization of the Licensed Product in the Field in the Territory in the broader context of the Global Branding Strategy; and # such other Certain portions of this Exhibit have been omitted pursuant to a request for confidentiality. Such omitted portions, which are marked with brackets ​ and an asterisk*, have been separately filed with the Securities and Exchange Commission.