Common use of Initial Consultations Clause in Contracts

Initial Consultations. In any case of ▇▇▇▇▇▇▇▇, the Deadlock shall be initially referred to a working group comprised of managerial-level representatives of each of Bloom Energy and SK (the “Member Managers”), who shall discuss the Deadlock in good faith to reach resolution. If the Member Managers cannot reach resolution within sixty (60) calendar days, then the Members shall form a senior executive group comprised of senior executive members of each of Bloom Energy and SK (the “Member Executives”) to engage in additional good faith discussions for an additional thirty (30) calendar days. If the Member Executives cannot reach resolution, then the decision of the Members with respect to the matter that gave rise to such Deadlock will be deemed to be a vote against such matter; provided however that (i) in the event the unresolved dispute involves the failure to approve the Initial Operating Plan, the then-current Operating Plan (with proper adjustments for inflation) shall be carried forward until the dispute is resolved and the Board of Directors agree on a new Initial Operating Plan, and (ii) the Parties shall continue operation of the JV Company in the ordinary course of business during the pendency of any unresolved dispute(s).