Formation of Joint Sample Clauses

Formation of Joint. Labor-Management Committee The Labor Management Committee in cooperation with the Training Fund will mutually agree upon required classes. Classes will be offered through the Training Fund.
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Formation of Joint. Research Committee; Decision Making ------------------------------------------------------ The Parties shall establish a Joint Research Committee having a total of four (4) members within thirty (30) days after the Effective Date, which shall have responsibility for strategic oversight and management of Research efforts for Products pursuant to the Program Plan. NAEJA and Microcide each shall select two (2) representatives to serve as members of the Joint Research Committee, each of whom shall have senior management responsibilities for the Party appointing such member. Each Party shall have the right at any time to replace its representatives on the JRC. Either Party may designate a substitute for a committee member to participate in a meeting in the event one of that Party's regular committee members is unable to be present at such meeting. As Research of Products progresses, the composition of the Joint Research Committee shall change from time to time to include members from each Party with expertise appropriate for the stage of Research then being conducted. The Joint Research Committee shall be operative during the Program Term. The Joint Research Committee shall make decisions only by unanimous vote after an open discussion of the matters as to which decisions are being made. If the JRC is unable to resolve any disagreement among its members, then the JRC shall submit such disagreement to the Chief Executive Officer of each party, who shall meet within fifteen (15) days of such submission and attempt to resolve such disagreement. If the Chief Executive Officers cannot resolve such dispute, either party shall have the right to initiate dispute resolution pursuant to Section 14.2. [*] Confidential Treatment Requested
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Formation of Joint. VENTURE SECTION 1.1
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Formation of Joint. VENTURE This clause sets out in broad terms the parameters within which the Parties are to co-operate, the purpose of the Management Board (more specifically detailed in clause 5), the name and principal office of the Joint Venture and states that the Financial Interests of each Party in a specific Contract are to be agreed by the Parties beforehand. Note at clause 2.6 that either Party shall be free to pursue a Tender on its own account and outside the operation of the Joint Venture if the Management Board decide not to pursue a Tender after an agreed period of time. 3. DURATION The start date for the Agreement is to be inserted at clause 3.1. The Agreement is to continue until termination, or if after an agreed period of time no Contracts are rewarded to the Joint Venture. Note that the Agreement remains in effect until all outstanding Contracts have been completed. 4. DUTIES AND RESPONSIBILITIES This clause sets out the obligations of each Party including: to provide resources to the Joint Venture; to complete Contracts to the reasonable satisfaction of Clients; not to poach each other’s employees during the Agreement and for an agreed time after termination; not to tender for a Project where the Joint Venture has agreed to make a bid, to act in good faith; to be responsible for liabilities relating to injury/death of their own employees and damage to their plant/property (clause 4.6). Note in particular: The Parties are to be jointly and severally liable to Clients in relation to claims arising from the execution of Contracts. The effect of this is that any Client may, at its own election, take steps to recover damages for breach of contract from either or both parties irrespective of their Financial Interest in a particular Contract (clause 4.3) (see also clauses 7.7 and 8.2). Each Party agrees to indemnify the other against all direct damages and expenses arising from any breach of the Agreement/any Contract or negligence (clause 4.4). An indemnity does not, of itself, extend legal liability but it does clarify/make express the extent of such liability. Note that the indemnity here (and those at clauses 4.6,and 19.3 (breach of Intellectual Property Rights) and the provisions of clause 13.4 (deduction by a Continuing Party of losses attributable to an excluded/Defaulting Party) is expressly limited to direct losses). 5. MANAGEMENT This sets out the membership (4 Representatives: 2 from each Party) and purpose of the Management Board (essentially to ap...
Sample 1

Related to Formation of Joint

  • Formation of Joint Venture The JV Parties hereby jointly enter into and form this Joint Venture, for the limited purpose and scope set herein, pursuant to the laws of the State of California and the terms of this Agreement. Notwithstanding the foregoing, except as otherwise expressly provided in this JV Agreement or by other written agreement executed by the JV Parties, no JV Party shall have the authority to act for or to assume any obligations or responsibilities on behalf of any other JV Party. Each of the JV Parties acknowledges and agrees that the creation of the Joint Venture shall be purely contractual in nature, and that (i) the Joint Venture shall not constitute the creation of any separate limited liability company, partnership or other legal entity and (ii) other than as specifically provided herein, neither SMK nor the Investor shall be required to make any filing with, or obtain any consent from, the State of California or any other governmental body, in each case, in order for the Joint Venture to commence and for the JV Parties to be contractually bound by this JV Agreement.

  • Formation of Company The Company was formed on February 23, 2017 pursuant to the provisions of the Delaware Act. The filing of the Certificate of Formation of the Company with the Secretary of State of the State of Delaware are hereby ratified and confirmed in all respects.

  • Provision of copies and translation of documents The Borrower will supply the Agent with a sufficient number of copies of the documents referred to above to provide 1 copy for each Creditor Party; and if the Agent so requires in respect of any of those documents, the Borrower will provide a certified English translation prepared by a translator approved by the Agent.

  • Electronic Execution of Documents The words “execution,” “signed,” “signature” and words of like import in any Loan Document shall be deemed to include electronic signatures or the keeping of records in electronic form, each of which shall be of the same legal effect, validity and enforceability as a manually executed signature or the use of a paper-based recordkeeping systems, as the case may be, to the extent and as provided for in any applicable law, including, without limitation, any state law based on the Uniform Electronic Transactions Act.

  • Electronic Execution of Assignments The words “execution,” “signed,” “signature,” and words of like import in any Assignment and Assumption shall be deemed to include electronic signatures or the keeping of records in electronic form, each of which shall be of the same legal effect, validity or enforceability as a manually executed signature or the use of a paper-based recordkeeping system, as the case may be, to the extent and as provided for in any applicable law, including the Federal Electronic Signatures in Global and National Commerce Act, the New York State Electronic Signatures and Records Act, or any other similar state laws based on the Uniform Electronic Transactions Act.

  • Formation of Limited Liability Company The Company was formed on January 13, 2017, pursuant to the Delaware Limited Liability Company Act, 6 Del. C. § 18-101, et seq., as amended from time to time (the “Delaware Act”), by the filing of a Certificate of Formation of the Company with the office of the Secretary of the State of Delaware. The rights and obligations of the Member and the administration of the Company shall be governed by this Agreement and the Delaware Act. To the extent this Agreement is inconsistent in any respect with the Delaware Act, this Agreement shall control.

  • Incorporation of Documents by Reference The documents incorporated or deemed to be incorporated by reference in the Registration Statement and the Prospectus, when they became effective or were filed with the Commission, as the case may be, complied in all material respects with the requirements of the 1934 Act and the 1934 Act Regulations, and, when read together with the other information in the Prospectus, (a) at the time the Registration Statement became effective, (b) at the time the Prospectus was issued and (c) on the date of this Agreement, did not contain an untrue statement of a material fact or omit to state a material fact required to be stated therein or necessary to make the statements therein not misleading.

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