Negotiation and Approval Clause Samples

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Negotiation and Approval. For each calendar year, the Sales and Marketing Subcommittee shall be responsible for preparing a detailed plan and budget for the Premarketing Program and the Commercialization of Products in the United States for submission to the Executive Committee (each, a “Draft Plan”). Each Draft Plan shall be reviewed by the Executive Committee, and the Executive Committee shall have the right to amend or revise each Draft Plan prior to approval thereof. A Draft Plan with any amendments or revisions as approved by the Executive Committee shall be a “Commercialization Plan.” The initial Commercialization Plan shall be consistent with the Preliminary Commercialization Plan and shall address the matters specified in Exhibit C; provided, that if (a) [***] or (b) [***], then the initial Commercialization Plan shall include such departures from the Preliminary Commercialization Plan and Exhibit C as are approved by the Executive Committee. Additionally, for purposes of clarity, the parties understand and agree that [***] and shall be addressed in the initial Commercialization Plan. The Finance Subcommittee shall assist the Sales and Marketing Subcommittee and the Executive Committee in the preparation of the budget portion of each Commercialization Plan.
Negotiation and Approval. If the Requesting Party accepts the best bid or bids resulting from the Auction Process, the Requesting Party shall seek in good faith to negotiate a definitive agreement for the transaction as promptly as practicable. If the form of transaction contemplated by any definitive agreement negotiated by the Requesting Party requires the approval of the Board of Directors, WEC and EPC agree to cause their designees on the Board of Directors to vote in favor of the agreement and to recommend the transaction to the shareholders for approval, and each of the WEC Parties and the EPC Parties agree to take such other action as may be necessary to consummate the transactions contemplated by the definitive agreement, including voting their shares of Common Stock in favor of the definitive agreement and the transactions contemplated thereby.

Related to Negotiation and Approval

  • Inspection and Approval ▇▇▇▇▇▇ agrees that OUSD has the right and agrees to provide OUSD with the opportunity to inspect any and all aspects of the SERVICES performed including, but not limited to, any materials (physical or electronic) produced, created, edited, modified, reviewed, or otherwise used in the preparation, performance, or evaluation of the SERVICES. In accordance with Paragraph 3 (Compensation), the SERVICES performed by VENDOR must meet the approval of OUSD, and OUSD reserves the right to direct VENDOR to redo the SERVICES, in whole or in part, if OUSD, in its sole discretion, determines that the SERVICES were not performed in accordance with this AGREEMENT.

  • Authorization and Approvals No authorization or approval or other action by, and no notice to or filing with, any Governmental Authority is required for the due execution, delivery and performance by the Borrower, the Parent, or any Guarantor of the Credit Documents to which it is a party or the consummation of the transactions contemplated thereby. At the time of each Borrowing, no authorization or approval or other action by, and no notice to or filing with, any Governmental Authority will be required for such Borrowing or the use of the proceeds of such Borrowing the absence of which could reasonably be expected to cause a Material Adverse Change.

  • Consents and Approval Except where expressly provided as being in the sole discretion of a Party, where agreement, approval, acceptance, consent, confirmation, notice or similar action by either Party is required under this Agreement, such action shall not be unreasonably delayed or withheld. An approval or consent given by a Party under this Agreement shall not relieve the other Party from responsibility for complying with the requirements of this Agreement, nor shall it be construed as a waiver of any rights under this Agreement, except as and to the extent otherwise expressly provided in such approval or consent.

  • Term and Approval This Agreement shall become effective with respect to a Fund after it is approved in accordance with the express requirements of the 1940 Act, and executed by the Trust, Adviser and Sub-Adviser and shall thereafter continue from year to year, provided that the continuation of the Agreement is approved in accordance with the requirements of the 1940 Act, which currently requires that the continuation be approved at least annually: (a) (i) by the Trust's Board of Trustees or (ii) by the vote of "a majority of the outstanding voting securities" of the Fund (as defined in Section 2(a)(42) of the 1940 Act), and (b) by the affirmative vote of a majority of the Trust's Trustees who are not parties to this Agreement or "interested persons" (as defined in the ▇▇▇▇ ▇▇▇) of a party to this Agreement (other than as Trustees of the Trust), by votes cast in person at a meeting specifically called for such purpose.

  • Consent and Approval Such Party has sought or obtained, or, in accordance with this Agreement will seek or obtain, each consent, approval, authorization, order, or acceptance by any Governmental Authority in connection with the execution, delivery and performance of this Agreement, and it will provide to any Governmental Authority notice of any actions under this Agreement that are required by Applicable Laws and Regulations.