Documentation and Procedures Sample Clauses

Documentation and Procedures. Au10tix will provide Customer with such Documentation (and access codes, passwords, technical specifications, connectivity standards, or any other relevant procedures) which are necessary for the Customer to access and use the Services.
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Documentation and Procedures. (a) The Contracting Parties recognize that documentation and procedures represent important time and cost elements affecting the efficiency of transit operations and agree to keep these costs and delays to a minimum.
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Documentation and Procedures. 7 TABLE 3.2: PROCEDURES .................................................. 8 4. REGULATORY ............................................................. 9
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Documentation and Procedures. (a) Intel Member shall have the ability to exercise the Intel Call Right on or about (subject to extension if necessary to permit required approvals from Governmental Authorities) the last Business Day of each Fiscal Quarter of the Company upon written notice to Co-Investor Member thirty (30) calendar days prior to such Business Day, with such transaction closing upon such reasonable time thereafter as Intel Member specifies in such written notice (subject to extension, if necessary, to permit required approvals from Governmental Authorities). In the event that Intel Member determines to exercise the Intel Call Right, Intel Member shall deliver to each of Co-Investor Member and the Company a written notice of its intention to so exercise the Intel Call Right, which notice shall include (i) the purchaser to which the Forced Transfer Units or Called Units (as applicable) will be transferred, whether to Intel Member, one or more of its Affiliates or a Third Party, and (ii) the Call Right Exercise Price (such notice, the “Intel Call Notice”). Any such election by Intel Member to exercise the Intel Call Right shall be irrevocable (unless the Call Right Exercise Price is disputed by Co-Investor Member).
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Documentation and Procedures. The Planning Team will develop a comprehensive documentation plan during technology transfer. Chiron will prepare Endostatin specific BPR, MPR and SOP documents incorporating specifications and procedures from EntreMed. Chiron will route the documents to EntreMed for written concurrence to be provided to Chiron within two working days of receipt at EntreMed if there is a possibility of a schedule impact, otherwise within five working days. Alternatively, EntreMed may make a qualified person available at Chiron, to provide written concurrence within the same time periods. Chiron QA will be responsible for coordinating the visits of EntreMed's documentation reviewer. Chiron will approve the Endostatin specific documents and provide copies to EntreMed. Chiron will retain records of EntreMed's written concurrence with Chiron's internal approval records. Chiron will prepare Endostatin specific raw material specifications incorporating EntreMed's specifications. Chiron will approve the Endostatin specific raw material specifications and provide copies to EntreMed for EntreMed's approval. Chiron will prepare Endostatin specific sham cleaning validation protocols. If the Planning Team requests additional protocols, such services shall be additional services. EntreMed may audit relevant non-Endostatin specific and Endostatin specific documents at Chiron per audit terms in this Agreement. Chiron will generate and revise its controlled documents such as BPRs, MPRs, and SOPs, used to manufacture the Product in accordance with Chiron's approved change control procedures as required to correctly represent EntreMed's process. If such documents need to be revised due to a change requested by EntreMed, such change shall be additional services. At EntreMed's request, Chiron shall update the Process Flow Diagram (PFD) as additional services. Chiron will generate and maintain a master [". . ." INDICATES MATERIAL HAS BEEN OMITTED PURSUANT TO CONFIDENTIAL TREATMENT REQUEST, WHICH THE COMPANY HAS FILED SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSION] document list specific to this Agreement. EntreMed's written concurrence means that EntreMed agrees that their process is correctly represented by the document. EntreMed's comments, if any, will be limited to the correct representation of the Endostatin process. Chiron may redact any non-Endostatin specific information prior to providing documentation to EntreMed. All Endostatin specific BPR, MPR and SOP documents must be fin...
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Documentation and Procedures. Xxxxxx XX shall ensure that all necessary ---------------------------- Japanese governmental approvals and filings have been obtained and that the proper corporate governance procedures have been followed in order to effectuate this Third Amendment.
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Documentation and Procedures. (a) The Intel Member shall have the ability to exercise the Intel Call Right on or about (subject to extension if necessary to permit approvals from Governmental Entities) the last Business Day of each Fiscal Quarter of the Company upon written notice to Brookfield Member ninety (90) calendar days prior to such Business Day, with such transaction closing effective as of such Business Day (subject to extension if necessary to permit approvals from Governmental Entities). In the event that the Intel Member determines to exercise the Intel Call Right, the Intel Member shall deliver to each of the Brookfield Member and the Company a revocable written notice of its intention to so exercise the Intel Call Right, which notice shall include the purchaser to which the Forced Transfer Units, Called Units or Brookfield Called Equity (as applicable) will be transferred, whether the Intel Member, one or more of its Affiliates or a Third Party (such notice, the “Intel Call Notice”).
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Documentation and Procedures. 1. The Contracting Parties recognize that documentation and processing procedures can be costly and time consuming affecting the efficiency of transit operations, and that efforts should be made to reduce these costs and delays.
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Related to Documentation and Procedures

  • Policies and Procedures i) The policies and procedures of the designated employer apply to the employee while working at both sites.

  • Notice and Procedures If any suit, action, proceeding (including any governmental or regulatory investigation), claim or demand shall be brought or asserted against any person in respect of which indemnification may be sought pursuant to either paragraph (a) or (b) above, such person (the “Indemnified Person”) shall promptly notify the person against whom such indemnification may be sought (the “Indemnifying Person”) in writing; provided that the failure to notify the Indemnifying Person shall not relieve it from any liability that it may have under paragraph (a) or (b) above except to the extent that it has been materially prejudiced (through the forfeiture of substantive rights or defenses) by such failure; and provided, further, that the failure to notify the Indemnifying Person shall not relieve it from any liability that it may have to an Indemnified Person otherwise than under paragraph (a) or (b) above. If any such proceeding shall be brought or asserted against an Indemnified Person and it shall have notified the Indemnifying Person thereof, the Indemnifying Person shall retain counsel reasonably satisfactory to the Indemnified Person (who shall not, without the consent of the Indemnified Person, be counsel to the Indemnifying Person) to represent the Indemnified Person in such proceeding and shall pay the fees and expenses of such counsel related to such proceeding, as incurred. In any such proceeding, any Indemnified Person shall have the right to retain its own counsel, but the fees and expenses of such counsel shall be at the expense of such Indemnified Person unless (i) the Indemnifying Person and the Indemnified Person shall have mutually agreed to the contrary; (ii) the Indemnifying Person has failed within a reasonable time to retain counsel reasonably satisfactory to the Indemnified Person; (iii) the Indemnified Person shall have reasonably concluded that there may be legal defenses available to it that are different from or in addition to those available to the Indemnifying Person; or (iv) the named parties in any such proceeding (including any impleaded parties) include both the Indemnifying Person and the Indemnified Person and representation of both parties by the same counsel would be inappropriate due to actual or potential differing interest between them. It is understood and agreed that the Indemnifying Person shall not, in connection with any proceeding or related proceedings in the same jurisdiction, be liable for the fees and expenses of more than one separate firm (in addition to any local counsel) for all Indemnified Persons, and that all such fees and expenses shall be paid or reimbursed as they are incurred. Any such separate firm for any Underwriter, its affiliates, directors and officers and any control persons of such Underwriter shall be designated in writing by the Representatives and any such separate firm for the Company, its directors, its officers who signed the Registration Statement and any control persons of the Company shall be designated in writing by the Company. The Indemnifying Person shall not be liable for any settlement of any proceeding effected without its written consent, but if settled with such consent or if there be a final judgment for the plaintiff, the Indemnifying Person agrees to indemnify each Indemnified Person from and against any loss or liability by reason of such settlement or judgment. Notwithstanding the foregoing sentence, if at any time an Indemnified Person shall have requested that an Indemnifying Person reimburse the Indemnified Person for fees and expenses of counsel as contemplated by this paragraph, the Indemnifying Person shall be liable for any settlement of any proceeding effected without its written consent if (i) such settlement is entered into more than 30 days after receipt by the Indemnifying Person of such request and (ii) the Indemnifying Person shall not have reimbursed the Indemnified Person in accordance with such request prior to the date of such settlement. No Indemnifying Person shall, without the written consent of the Indemnified Person, effect any settlement of any pending or threatened proceeding in respect of which any Indemnified Person is or could have been a party and indemnification could have been sought hereunder by such Indemnified Person, unless such settlement (x) includes an unconditional release of such Indemnified Person, in form and substance reasonably satisfactory to such Indemnified Person, from all liability on claims that are the subject matter of such proceeding and (y) does not include any statement as to or any admission of fault, culpability or a failure to act by or on behalf of any Indemnified Person.

  • OPERATIONAL PROCEDURES In order to minimize operational problems, it will be necessary for trade information to be supplied in a secure manner by the Subadviser to the Fund’s Service Providers, including: JPMorgan Chase Bank, National Association (the “Custodian”), Virtus Fund Services (the “Fund Administrator”) BNY Mellon Investment Servicing (US) Inc., (the “Sub-Accounting Agent”), any Prime Broker to the Series, and all other Counterparties/Brokers as required. The Subadviser must furnish the Fund’s service providers with required daily information as to executed trades in a format and time-frame agreed to by the Subadviser, Custodian, Fund Administrator, Sub-Accounting Agent and Prime Broker/Counterparties and designated persons of the Fund. Trade information sent to the Custodian, Fund Administrator, Sub-Accounting Agent and Prime Broker/Counterparties must include all necessary data within the required timeframes to allow such parties to perform their obligations to the Series. The Sub-Accounting Agent specifically requires a daily trade blotter with a summary of all trades, in addition to trade feeds, including, if no trades are executed, a report to that effect. Daily information as to executed trades for same-day settlement and future trades must be sent to the Sub-Accounting Agent no later than 4:30 p.m. (Eastern Time) on the day of the trade each day the Fund is open for business. All other executed trades must be delivered to the Sub-Accounting Agent on Trade Date plus 1 by Noon (Eastern Time) to ensure that they are part of the Series’ NAV calculation. (The Subadviser will be responsible for reimbursement to the Fund for any loss caused by the Subadviser’s failure to comply with the requirements of this Schedule A.) On fiscal quarter ends and calendar quarter ends, all trades must be delivered to the Sub-Accounting Agent by 4:30 p.m. (Eastern Time) for inclusion in the financial statements of the Series. The data to be sent to the Sub-Accounting Agent and/or Fund Administrator will be as agreed by the Subadviser, Fund Administrator, Sub-Accounting Agent and designated persons of the Fund and shall include (without limitation) the following:

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