definiens: ), is a right of each Party and not an obligation and shall not be a as defined in EITF IssueNo . 00 - 21 . Each Party shall be free to determine not to appoint members to a Committee, and at any time during theTerm and for any reason, either Party shall have the right to withdraw from participation in any Committee upon writtennotice to the other Party, which notice shall be effective immediately upon receipt . If a Party ( the ) does not appoint members of a Committee, or withdraws from a Committee, it shall not be a breach of thisAgreement, nor shall there be any associated penalty due nor shall there be any impact on the considerationotherwise provided for or due to the Appointing Party under this Agreement, and unless and until such persons areagain appointed : ( a ) the other Party, without regard to provisions herein with respect to voting, quorum or disputeresolution, may discharge the roles of the Committee for which appointments were not made or with respect to whicha withdrawal or removal has occurred by the Appointing Party and ( b ) the Appointing Party shall not participate in anymeetings of such Committee . If, at any time following the Effective Date, a Party has not appointed, or haswithdrawn, from a Committee, and such Party wishes to resume participating in such Committee, such Party shallnotify the other Party in 83CERTAIN CONFIDENTIAL PORTIONS OF THIS EXHIBIT WERE OMITTED AND REPLACED WITH . ACOMPLETE VERSION OF THIS EXHIBIT HAS BEEN FILED SEPARATELY WITH THE SECRETARY OF THESECURITIES AND EXCHANGE COMMISSION PURSUANT TO AN APPLICATION REQUESTING CONFIDENTIALTREATMENT PURSUANT TO RULE 406 PROMULGATED UNDER THE SECURITIES ACT OF 1933, ASAMENDED