Governance Agreement. The Corporation is party to that certain Governance Agreement dated as of November 20, 1994 (as the same shall be amended from time to time, the "Governance Agreement") among CIBA-GEIGY Limited, a corporation organized under the laws of Switzerland, Ciba-Geigy Corporation, a New York corporation, and the Corporation. The Governance Agreement contains certain provisions regarding the ongoing governance and operations of the Corporation, which are incorporated in these Bylaws as provided below. All capitalized terms used in these Bylaws and not otherwise defined herein shall have the meanings assigned to them in the Governance Agreement. ARTICLE II
Governance Agreement. The Investor acknowledges and agrees that (a) the Shares it is purchasing hereunder are “Voting Stock” (as defined in the Governance Agreement), (b) the Shares are subject to the terms and conditions of the Governance Agreement, including, but not limited to, the resale restrictions and voting obligations contained therein, (c) it is a GSK Affiliate under the Governance Agreement, and (d) it is purchasing the Shares pursuant to Section 2.1(d) of the Governance Agreement.
Governance Agreement. The Company and the Investor shall have entered into the Governance Agreement.
Governance Agreement. The agreement defined as such in the Strategic Alliance Agreement among the Company, Ciba Geigy Limited and Ciba Geigy Corporation, dated as of September 29, 1995, as amended.
Governance Agreement. On the Effective Date the Parties also will enter into the Governance Agreement attached hereto as Schedule 6.1.3(A).
Governance Agreement. Parent shall execute and deliver to each of the other parties named therein a governance agreement substantially in the form attached as Exhibit C hereto (the "Governance Agreement"), such agreement to be effective as of the Effective Time. The Company shall use its best efforts to cause the persons named therein to enter into the Governance Agreement.
Governance Agreement. The parties thereto shall have entered into the Governance Agreement with Parent.
Governance Agreement. This Agreement shall constitute a “Governance Agreement” (as that term is used in the Advice Letter and the CPUC Approval). The rights, powers, duties, obligations, and liabilities of the Parties to each other with respect to the CFR Program shall be determined pursuant to this Agreement. Each Party shall at all times comply with its respective duties, obligations, covenants and agreements set forth in this Agreement.
Governance Agreement. The Company shall have received the Governance Agreement in the form attached hereto as Exhibit D (the "Governance Agreement") executed by the Purchaser.
Governance Agreement. From and after the date hereof, the Purchaser shall work with the Company in good faith to finalize the Governance Agreement as promptly as practicable.