Expert Evaluation Sample Clauses
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Expert Evaluation. (a) The Parties will agree upon and select an independent Third Party expert who is neutral, disinterested and impartial, and who has significant relevant experience in the commercialization of pharmaceutical products (the “Expert”). If the Parties are unable to promptly agree upon an Expert, then upon request by either Party, the Expert will be appointed by the Judicial Arbitration and Mediation Services, Inc. (“JAMS”) (or any successor entity thereto). The date on which such Expert is selected will be the “Expert Evaluation Commencement Date.” Within [***] after the Expert Evaluation Commencement Date, each Party will prepare and deliver to the Expert and the other Party (a) its proposed terms to expand the Field to encompass the Competing Field and (b) a memorandum (the “Supporting Memorandum”) in support thereof. The Parties will also provide the Expert with a copy of this Agreement. Within [***] after receipt of the other Party’s proposed terms and Supporting Memorandum, each Party may submit to the Expert (with a copy to the other Party) a rebuttal to the other Party’s Supporting Memorandum (a “Rebuttal”), which may include a revision, marked to show changes, of either Party’s proposed terms. Neither Party may have ex parte communications (either written or oral) with the Expert other than for the sole purpose of selecting the Expert or as expressly permitted under this Section 7.2.2.
(b) Within [***] after the Expert’s receipt of each Party’s Rebuttal (or the expiration of the period for the Parties to submit a Rebuttal), the Expert will select, between the proposals provided by the Parties, the proposal that the Expert believes most accurately reflects an equitable result for the Parties (the “Selected Proposal”). The Expert will not have the authority to modify a proposal submitted by a Party.
(c) The Expert will have reasonable discretion to request additional information, hold a hearing, and extend the time frame for reaching a decision regarding the Parties’ competing proposals, to the extent not inconsistent with this Section 7.2.2. The Expert’s fees and expenses will be paid by the Party whose proposal is not selected by the Expert. Each Party will bear and pay its own expenses incurred in connection with any proceedings under this Section 7.2.2.
(d) Praxis will have [***] following receipt of the Selected Proposal to accept the Selected Proposal by sending written notice to Ionis in accordance with Section 17.7. If Praxis fails to accept the...
Expert Evaluation. Each Party and each Opt-In Participant acknowledges it is experienced in or had the opportunity to consult with experts who are experienced in wholesale and retail electric and gas commodity, risk management and other transactions and possesses the knowledge, experience and sophistication to allow it to fully evaluate and accept the merits and risks of entering into the transactions contemplated by this Agreement or accepting the benefits of this Settlement; and
Expert Evaluation. The Contractor has evaluated, as an expert, all factors and data that may be deemed to affect the execution of the Project in compliance with the provisions of this Contract, including, inter alia: (i) the Site and its surroundings; (ii) financial aspects and risks; (iii) technical aspects and risks; (iv) construction aspects and risks; (v) interaction with any other contractors; and (vi) any other risk involved therein, and such other conditions that may reasonably be expected to affect the construction, progress or completion of the Project in accordance with this Contract. Pursuant to its evaluation, the Contractor has reasonable grounds to believe and does believe that the performance of its obligations in accordance with the provisions of this Contract is feasible and practicable, and that it possesses all required qualification and ability to this end.
Expert Evaluation. The Concessionaire has evaluated, as an expert, all factors and data that may be deemed to affect the execution of the Project in compliance with the provisions of this Concession Agreement, including, inter alia: (i) the Site and its surroundings; (ii) financing aspects and risks; (iii) technical aspects and risks; (iv) design and construction aspects and risks; (v) Operation and Maintenance aspects and risks; and (vi) any other risk involved therein, and such other conditions that may reasonably be expected to affect the Implementation, progress or completion of the Project or the Operation of the Project in accordance with this Concession Agreement. Pursuant to its evaluation, the Concessionaire has reasonable grounds for believing and does believe that the performance of its obligations in accordance with the provisions of this Concession Agreement is feasible and practicable. Without derogating from the generality of the foregoing the Concessionaire has fully and independently reviewed, examined and evaluated, as an expert, the data provided by the Sate within the Contract Documents regarding the geotechnical conditions at the Site and its surroundings and regarding other ground conditions, which may be relevant to the Project, and shall be responsible for the Implementation, Operation and Maintenance of the Project, according to the geotechnical conditions and any other ground conditions actually found in the Site, in accordance with the Concession Agreement, unless such responsibility, is specifically and expressly limited in the Concession Agreement, and to the extent limited. The Concessionaire has examined and evaluated, as an expert, the condition of the Existing Road Sections, and all data and information provided with respect therewith and which may be deemed to affect the performance of the Concessionaire's obligations with respect to the Operation and Maintenance and upgrading thereof, and any other obligation the Concessionaire undertook with respect thereto. Pursuant to such examination and evaluation, the Concessionaire has reasonable grounds for believing and does believe that the performance of its obligations in accordance with the provisions of this Concession Agreement is feasible and practicable.