Mitsui Discretion Sample Clauses

Mitsui Discretion. Mitsui shall have the right, but not obligation, as LanzaTech’s Preferred Provider to supply any Alliance Services marketed or promoted by LanzaTech or required or requested by any Customer. If, following LanzaTech’s notification to Mitsui regarding any Customer opportunity, Mitsui notifies LanzaTech in writing that Mitsui wishes to pursue the particular Customer opportunity, the Parties shall cooperate in good faith and in a timely manner for the purposes of entering into an agreement and finalizing the terms pursuant to which Mitsui shall provide such Alliance Services to the applicable Customer. If, following LanzaTech’s notification to Mitsui regarding any Customer opportunity, (a) Mitsui notifies LanzaTech in writing that Mitsui does not wish to pursue the particular Customer opportunity or to provide any particular Alliance Services to such Customer (a “Decline Notice”), outside of Japan or in the case of a CarbonSmart Customer anywhere in the world, or (b) Mitsui fails to notify LanzaTech in writing of its intention to pursue the particular Customer opportunity within [***] of notification (a “Deemed Decline”), LanzaTech may thereafter refer the applicable Customer to (or otherwise recommend) a third Person to provide such applicable Customer only those particular Alliance Services that were declined by Mitsui in the applicable Decline Notice or were the subject of the applicable Deemed Decline; provided that if the applicable Customer is located in Japan (and is not a CarbonSmart Customer), LanzaTech shall not thereafter attempt to contact or communicate with such Customer regarding the marketing, promotion or licensing of the LanzaTech Technology or any Alliance Services (or services similar to the Alliance Services) without first obtaining Mitsui’s prior written consent, which shall not be unreasonably withheld. The foregoing shall in no way limit or affect LanzaTech’s obligations pursuant to this Section 4 with respect to any other Customer or as to any Alliance Services not declined by Mitsui in the applicable Decline Notice or that were not the subject of the applicable Deemed Decline.
Sample 1
AutoNDA by SimpleDocs

Related to Mitsui Discretion

  • Discretion To the fullest extent permitted by law, whenever in this Agreement a Person is permitted or required to make a decision (a) in its “sole discretion” or “discretion” or under a grant of similar authority or latitude, the Person will be entitled to consider only those interests and factors as he, she or it desires, including his, her or its own interests, and, to the fullest extent permitted by law, will have no duty or obligation to give any consideration to any interest of or factors affecting the Partnership or the Limited Partners, or (b) in its “good faith” or under another express standard, then the Person will act under the express standard and will not be subject to any other or different standards imposed by this Agreement or any other agreement contemplated by this Agreement or by relevant provisions of law or in equity or otherwise.

  • Sole Discretion As the term "sole discretion" is used in this Agreement, --------------- unless otherwise defined, it will be interpreted as the exercise of reasonable discretion applying normal business practices to a contractual relationship between a company and its chairman and chief executive officer.

  • Lender’s Discretion Whenever pursuant to this Agreement, Lender exercises any right given to it to approve or disapprove, or any arrangement or term is to be satisfactory to Lender, the decision of Lender to approve or disapprove or to decide whether arrangements or terms are satisfactory or not satisfactory shall (except as is otherwise specifically herein provided) be in the sole discretion of Lender and shall be final and conclusive.

  • Board Discretion Except as otherwise provided by the Plan, each Award may be made alone or in addition or in relation to any other Award. The terms of each Award need not be identical, and the Board need not treat Participants uniformly.

  • Administrator Discretion The Administrator, in its discretion, may accelerate the vesting of the balance, or some lesser portion of the balance, of the unvested Option at any time, subject to the terms of the Plan. If so accelerated, such Option will be considered as having vested as of the date specified by the Administrator.

  • Committee Discretion The Committee has full discretion with respect to any actions to be taken or determinations to be made in connection with this Agreement, and its determinations shall be final, binding and conclusive.

  • Company Discretion The Subscriber understands and agrees that the Company in its sole discretion reserves the right to accept or reject this or any other subscription for Shares, in whole or in part, notwithstanding prior receipt by the Subscriber of notice of acceptance of this subscription. The Company shall have no obligation hereunder until the Company shall execute and deliver to the Subscriber an executed copy of this Agreement. If this subscription is rejected in whole, or the Offering is terminated, all funds received from the Subscriber will be returned without interest or offset, and this Agreement shall thereafter be of no further force or effect. If this subscription is rejected in part, the funds for the rejected portion of this subscription will be returned without interest or offset, and this Agreement will continue in full force and effect to the extent this subscription was accepted.

  • Agent’s Discretion Agent shall have the right in its sole discretion to determine which rights, Liens, security interests or remedies Agent may at any time pursue, relinquish, subordinate, or modify or to take any other action with respect thereto and such determination will not in any way modify or affect any of Agent’s or Lenders’ rights hereunder.

  • Use of Discretion (a) Agent shall not have any duty to take any discretionary action or exercise any discretionary powers, except discretionary rights and powers expressly contemplated hereby or by the other Loan Documents that Agent is required to exercise as directed in writing by the Required Lenders (or such other number or percentage of the Lenders as shall be expressly provided for herein or in the other Loan Documents); provided, that Agent shall not be required to take any action that, in its opinion or the opinion of its counsel, may expose Agent to liability or that is contrary to any Loan Document or applicable Requirement of Law; and

  • Knowledge; Discretion All references herein to a Purchaser’s or the Company’s knowledge shall be deemed to mean the knowledge of such party based on the actual knowledge of such party’s Chief Executive Officer and Chief Financial Officer or such other persons holding equivalent offices. Unless specified to the contrary herein, all references herein to an exercise of discretion or judgment by a Purchaser, to the making of a determination or designation by a Purchaser, to the application of a Purchaser’s discretion or opinion, to the granting or withholding of a Purchaser’s consent or approval, to the consideration of whether a matter or thing is satisfactory or acceptable to a Purchaser, or otherwise involving the decision making of a Purchaser, shall be deemed to mean that such Purchaser shall decide using the reasonable discretion or judgment of a prudent lender.

Time is Money Join Law Insider Premium to draft better contracts faster.