Committee Deadlocks Clause Samples

The Committee Deadlocks clause defines the procedures to follow when a committee is unable to reach a decision due to a tie or persistent disagreement among its members. Typically, this clause outlines mechanisms such as escalation to a higher authority, appointment of an independent arbitrator, or granting a casting vote to a designated individual. Its core function is to ensure that the committee can continue to operate effectively by providing a clear method for resolving impasses, thereby preventing prolonged stalemates that could hinder decision-making and project progress.
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Committee Deadlocks. If the Program Committee is unable to reach agreement on any matter that requires its approval, either Purchaser or Sears may refer the matter to the Executive Committee for further consideration. If the Executive Committee cannot resolve a matter (whether referred to it by the Program Committee under this Section 3.6 or subject to its authority under Section 3.5), either Purchaser or Sears may refer the matter for further consideration in accordance with Section 14.23. Until any such disagreement with respect to the Program Plans and Policies or the Business Plan is resolved, Sears and Purchaser shall continue to conduct their activities in conformity with the then-existing Program Plans and Policies or Business Plan, as applicable.
Committee Deadlocks. Subject to the limitations set forth in Section 3.6 and the terms of this Agreement, if during the R&D Term, the JDC cannot resolve a matter described in Section 3.6.1 within thirty (30) days, or such shorter time as may be determined by the Parties, after it begins discussing any such delegated matter (a “Committee Deadlock”), then the JDC shall escalate such Committee Deadlock to the Senior Officers for resolution by consensus. If following consideration by the Senior Officers for a period of up to ten (10) Business Days there is still no consensus, then, [* * *].
Committee Deadlocks. If the Management Committee is unable to reach agreement on any matter, either Purchaser or Sears may refer the matter to the Executive Committee for further consideration. If the Executive Committee cannot resolve a matter that requires approval for the continued operation of the Program (for example, approval of the Marketing Plan; an example of an item that would not be included are the matters set forth in Section 3.3(e), which are enhancements to the Program but are not required for the continued operation of the Program) or any matter that is subject to its authority under Section 3.5, either Purchaser or Sears may refer the matter for further consideration in accordance with Section 14.22. Until any such disagreement with respect to the Program Plans and Policies or the Business Plan is resolved, Sears and Purchaser shall continue to conduct their activities in conformity with the then-existing Program Plans and Policies or Business Plan, as applicable. Any resolution of any matter that is taken by the Executive Committee or by the escalation procedures set forth in Section 14.22 shall be deemed to have been approved by the Management Committee.