Level of Efforts Sample Clauses

Level of Efforts. Executive agrees to devote his efforts, energies, and skill to the discharge of the duties and responsibilities attributable to his role(s), and shall at a minimum devote sufficient professional time and attention to satisfactorily carry out Executive’s responsibilities. Notwithstanding the foregoing, to the extent such activities do not either individually or in the aggregate materially interfere with the performance of his responsibilities to the Company, Executive shall be entitled to engage in (a) service on the board of directors or as a director of a for- profit business or trade organization during the Term; provided that Executive shall not serve on the board of any entity that materially competes with the Company, (b) service on the board of directors of not-for-profit organizations, (c) other charitable activities and community affairs, and (d) management of his personal and family investments and affairs. With the prior written consent of the Board (which consent will not be unreasonably withheld or delayed), Executive may also act or serve as a director, trustee, member, or principal of any type of organization for which such activities are disclosed in writing to PubCo in accordance with PubCo’s then-current Conflict of Interest Policy.
Sample 1Sample 2Sample 3See All (5)
AutoNDA by SimpleDocs
Level of Efforts. Collaborator shall devote Diligent Efforts to Commercializing each Product in the Licensed Territory following Regulatory Approval of Products in the Licensed Territory in accordance with this Agreement.
Sample 1Sample 2Sample 3
Level of Efforts. ELUMINEX shall [*] develop and commercialize the Products, including, but not limited to, clinical development, regulatory affairs, manufacturing and commercialization of the Products in the Field in the Territory, [*], to [*].
Sample 1Sample 2Sample 3
Level of Efforts. Upon the grant of Marketing Approval for a POZEN Product in a country of the Major Ex-U.S. Market, Licensee will use Diligent Efforts to Commercialize a POZEN Product in such country. The foregoing Diligent Efforts requirement will apply only to one POZEN Product in each of the Major Ex-U.S. Market countries, irrespective of the number of POZEN Products Licensee elects to Develop and Commercialize, and Licensee may elect to fulfill its Diligent Efforts obligation in such countries in respect to any POZEN Product of its choice in the exercise of its reasonable and good faith judgment. Licensee will have the right to Develop and Commercialize Products during the Term in each country of the Territory, for so long as Licensee is using Diligent Efforts to Commercialize at least one POZEN Product in accordance with this Section 5.3, it being understood that the Parties intend for Licensee to focus its initial efforts on the Commercialization of the Initial POZEN Product in the Territory.
Sample 1Sample 2
Level of Efforts. Executive agrees to devote his efforts, energies, and skill to the discharge of the duties and responsibilities attributable to his role(s), and shall at a minimum devote sufficient professional time and attention to satisfactorily carry out Executive’s responsibilities. Notwithstanding the foregoing, to the extent such activities do not either individually or in the aggregate materially interfere with the performance of his responsibilities to the Company, Executive shall be entitled to engage in (a) service on the board of directors or as a director of three for-profit businesses or trade organizations at any time during the Term; provided that Executive shall not serve on the board of any entity that materially competes with the Company, (b) service on the board of directors of not-for-profit organizations, (c) other charitable activities and community affairs, and (d) management of his personal and family investments and affairs. Executive is permitted to (a): act as a manager and owner of business entities that develop and manage investments funds, or that own, sell, finance, or otherwise deal in leases of renewable energy systems, so long as Executive works to offer the Company the first opportunity to be the installation company of residential solar photovoltaic systems for such leases; and (b) with the prior written consent of the Board (which consent will not be unreasonably withheld or delayed) act or serve as a director, trustee, member, or principal of any type of organization for which such activities are disclosed in writing to the Company in accordance with PubCo’s Conflict of Interest Policy.
Sample 1
Level of Efforts. 6.11.1. Nycomed shall use commercially reasonable efforts to fulfill its obligations under the Transaction Agreements and Quality Agreements, including the allocation of sufficient human and corporate resources to such tasks; provided, however, that the foregoing shall not be interpreted to require Nycomed to allocate personnel resources to the performance of the Services (as defined in the Services Agreement) beyond the then-current Commitment (as defined in the Services Agreement).
Sample 1
Level of Efforts. To the extent set forth in Section 5.1, GSK shall devote Diligent Efforts to Commercialize the Current Product and the Current Pediatric Product for Licensed Indications in the GSK Territory.
Sample 1
AutoNDA by SimpleDocs
Level of Efforts. Between the date of this Agreement and the Closing Date, each party shall (a) use its commercially reasonable efforts to cause the conditions applicable to it as set forth in Article VIII to be satisfied, (b) use commercially reasonable efforts to take all action necessary to render true and correct as of the Closing its respective representations and warranties contained in this Agreement, (c) refrain from taking any action that would knowingly render any such representation or warranty untrue or incorrect as of such time and (d) perform or cause to be satisfied each agreement or covenant to be performed or satisfied by it.
Sample 1
Level of Efforts. Employee agrees to devote his efforts, energies, and skill to the discharge of the duties and responsibilities attributable to his role(s), and shall at a minimum devote sufficient professional time and attention to satisfactorily carry out Employee’s responsibilities. Notwithstanding the foregoing, to the extent such activities do not either individually or in the aggregate materially interfere with the performance of his responsibilities to the Company, Employee shall be entitled to engage in (a) service on the board of directors or as a director of a for-profit business or trade organization during the Term; provided that Employee shall not serve on the board of any entity that materially competes with the Company, (b) service on the board of directors of not-for-profit organizations, (c) other charitable activities and community affairs, and (d) management of his personal and family investments and affairs. With the prior written consent of the Board (which consent will not be unreasonably withheld or delayed), Employee may also act or serve as a director, trustee, member, or principal of any type of organization for which such activities are disclosed in writing to the Company in accordance with the Company’s then-current Conflict of Interest Policy.
Sample 1

Related to Level of Efforts

  • Marketing Efforts In connection with an underwritten offering, cause its officers to use their commercially reasonable efforts to support the marketing of the Registrable Securities covered by such offering (including participation in “roadshows” or other similar marketing efforts).

  • Restructuring Efforts If the Company shall have failed to obtain the Requisite Company Vote at the duly convened Company Meeting or any adjournment or postponement thereof, then, unless this Agreement has been terminated in accordance with its terms, each of the parties shall in good faith use its reasonable best efforts to negotiate a restructuring of the transaction provided for herein (it being understood that neither party shall have any obligation to alter or change any material terms, including the amount or kind of the consideration to be issued to holders of Company Common Stock as provided for in this Agreement, in a manner adverse to such party or its stockholders or shareholders, as applicable) and/or resubmit this Agreement or the transactions contemplated hereby (or as restructured pursuant to this Section 6.17) to the Company’s shareholders for approval.

  • Closing Efforts Each of the Parties shall use its best efforts, to the extent commercially reasonable (“Reasonable Best Efforts”), to take all actions and to do all things necessary, proper or advisable to consummate the transactions contemplated by this Agreement, including without limitation using its Reasonable Best Efforts to ensure that (i) its representations and warranties remain true and correct in all material respects through the Closing Date and (ii) the conditions to the obligations of the other Parties to consummate the Merger are satisfied.

  • Joint Efforts To the full extent permitted by law, neither this Agreement nor any ambiguity or uncertainty herein will be construed against any of the parties hereto, whether under any rule of construction or otherwise. On the contrary, this Agreement has been prepared by the joint efforts of the respective attorneys for, and has been reviewed by, each of the parties hereto.

  • Further Action; Efforts (a) Subject to the terms and conditions of this Agreement, prior to the Effective Time, each party will use reasonable best efforts to take, or cause to be taken, all actions and to do, or cause to be done, all things necessary, proper or advisable under applicable Law to consummate the Merger, the Distribution and the other transactions contemplated by this Agreement and the Spin-Off Transaction Agreements, including using its reasonable best efforts to obtain all necessary actions or non-actions, waivers, consents and approvals from Governmental Entities, including any required action or non-action under Antitrust Laws, and to make all necessary registrations and filings and take all steps as may be necessary to obtain such required waiver, consent or approval from any Governmental Entity. In furtherance and not in limitation of the foregoing, the parties hereto agree to (i)(A) make an appropriate filing of a Notification and Report Form pursuant to the HSR Act as promptly as practicable (and in any event within ten (10) Business Days after the date of this Agreement), and (B) supply as promptly as practicable any additional information and documentary material that may be requested pursuant to the HSR Act and use reasonable best efforts to take all other actions necessary, proper or advisable to cause the expiration or termination of the applicable waiting periods under the HSR Act as soon as practicable, and (ii) use reasonable best efforts to take, or cause to be taken, all actions and to do, or cause to be done, all things necessary, proper or advisable under applicable Law to obtain all other required waivers, consents and approvals from Governmental Entities. The parties will also consult and cooperate with one another, and consider in good faith the views of one another, in connection with, and provide to the other parties in advance, any analyses, appearances, presentations, memoranda, briefs, arguments, opinions and proposals made or submitted by or on behalf of any party hereto in connection with proceedings under or relating to any Antitrust Laws. Without limiting the foregoing, the parties hereto agree (A) to give each other reasonable advance notice of all meetings with any Governmental Entity relating to any Antitrust Laws, (B) to the extent permitted by such Governmental Entity, to give each other an opportunity to participate in each of such meetings, (C) to the extent practicable, to give each other reasonable advance notice of all substantive oral communications with any Governmental Entity relating to any Antitrust Laws, (D) if any Governmental Entity initiates a substantive oral communication regarding any Antitrust Laws, to promptly notify the other party of the substance of such communication, (E) to provide each other with a reasonable advance opportunity to review and comment upon all written communications (including any analyses, presentations, memoranda, briefs, arguments, opinions and proposals) with a Governmental Entity regarding any Antitrust Laws and (F) to provide each other with copies of all written communications to or from any Governmental Entity relating to any Antitrust Laws. Any such disclosures or provision of copies by one party to the other may be made on an outside counsel basis if appropriate. Nothing in this Section 5.7(a) shall require the Company or its Subsidiaries to take or agree to take any action with respect to its business or operations unless the effectiveness of such agreement or action is conditioned upon the Closing.

  • Commercialization Efforts The RECIPIENT shall, including whether through its own efforts or the efforts of a licensee under a License Agreement allowed by the terms of this Attachment, use diligent and commercially reasonable efforts to commercialize at least one Commercial Product or Commercial Service or otherwise bring to practical application the Project Results in accordance with the commercial development plan submitted with the Application and including any changes to such commercial development plan in accordance with Section D3.01. For the avoidance of doubt, partnering or licensing activities shall be considered to be efforts to commercialize.

  • Time and Efforts Employee shall devote all of his business time, efforts, attention and energies to Employer’s business and to discharge his duties hereunder.

  • Reasonable Efforts Each of the Company and Parent shall, and shall cause their respective controlled affiliates to, cooperate in good faith with all Governmental Entities and use their reasonable efforts to (A) cause the expiration of the notice periods under the HSR Act and any other Laws with respect to the Merger and the transactions contemplated hereby as promptly as is reasonably practicable after the execution of this Agreement, (B) resolve such objections, if any, as may be asserted by any Governmental Entity with respect to the Merger and the transactions contemplated hereby and (C) undertake any reasonable actions required to lawfully complete the Merger and the transactions contemplated hereby. Except where prohibited by applicable Legal Requirements, Parent shall be entitled to lead any proceedings or negotiations with any Governmental Entity related to the foregoing, provided that it shall afford the Company the opportunity to participate therein. Notwithstanding the foregoing, neither the Company nor Parent shall be required to take (and, for the avoidance of doubt, the Company shall not take without Parent’s consent) any action which (x) is reasonably likely to have a material adverse effect on the condition (financial or otherwise), business, assets, liabilities or results of operations of either Parent (or any of its subsidiaries), the Company (or any of its subsidiaries) or the Surviving Corporation, taken individually or in the aggregate, (any such action, a “Burdensome Condition”) or (y) is not conditioned on the consummation of the Merger. Notwithstanding anything in this Agreement to the Contrary, neither the Company nor Parent shall be required to contest through litigation any objection, action or proceeding by any Governmental Entity.

  • Reasonable Efforts/Cooperation Each of the Parties hereto will use its commercially reasonable efforts to promptly take, or cause to be taken, all actions and to do, or cause to be done, all things necessary, proper or advisable under applicable Laws and regulations to consummate the transactions contemplated by this Agreement, including adopting plans or plan amendments. Each of the Parties hereto shall cooperate fully on any issue relating to the transactions contemplated by this Agreement for which the other Party seeks a determination letter or private letter ruling from the IRS, an advisory opinion from the DOL or any other filing, consent or approval with respect to or by a Governmental Authority.

  • Good Faith Efforts The Parties wish to avoid disputes relating to or arising out of this Agreement. In the event of any dispute or perceived problems, each Party pledges itself to give notice to the other Party and to seek first an amicable resolution without regard to mediation or arbitration. Except as otherwise provided in this Agreement, a Party shall be given thirty (30) days from the date of such notice to correct its performance under this Agreement.

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