definiens: as defined inEITF Issue No . 00 - 21 . Each Party shall be free to determine not to appoint members to the JDC and JCC and not to appoint anAlliance Manager, and at any time during the Term and for any reason, either Party shall have the right to withdraw fromparticipation in the JDC and JCC and to remove its Alliance Managers upon written notice to the other Party, which noticeshall be effective immediately upon receipt . If a Party ( ) does not appoint members of the JDC or JCC oran Alliance Manager, or withdraws from the JDC or JCC or removes its Alliance Manager, it shall not be a breach of thisAgreement, nor shall there be any associated penalty due nor shall there be any impact on the consideration otherwiseprovided for or due to the Appointing Party under this Agreement, and unless and until such persons are again appointed:(a ) the other Party, without regard to the provisions of this Article 3 with respect to voting, quorum or dispute resolution, maydischarge the roles of the JDC or JCC and the Alliance Manager for which appointments were not made or with respect towhich a withdrawal or removal has occurred by the Appointing Party ( including, where the Appointing Party has not madeappointments to the JDC or JCC or has withdrawn from the JDC or JCC, making all decisions within the decision - makingauthority of the JDC or JCC, which decisions shall be binding thereafter ) and ( b ) where the Appointing Party has not madeappointments to the JDC or JCC or has withdrawn from the JDC or JCC, the Appointing Party shall not participate in anymeetings of the JDC or JCC and shall not have the right to approve the minutes of any JDC or JCC meeting . If, at any timefollowing the Effective Date, a Party has not appointed or has pursuant to this Section withdrawn from the JDC or JCC orremoved its Alliance Manager, and such Party wishes to resume participating in the JDC or JCC or re - appoint its AllianceManager, such Party shall notify the other Party in writing and, thereafter, such notifying Party ’s designees shall be entitled toattend any subsequent meeting of the JDC and JCC and to participate in the activities of, and decision - making by, the JDCand JCC, and such Party ’s Alliance Manager shall resume their duties, in each case as provided in this Article 3 as if a failureto appoint or submitting the withdrawal notice had not occurred