Failure to Approve VRS Project Proposal Sample Clauses

Failure to Approve VRS Project Proposal. If the VRS Project Proposal is not approved by the Parties on or before the earlier to occur of: (1) the date that is twenty (20) days after Xxxxx Systems’ delivery of the VRS Project Proposal to Newco; and (2) the date that is twenty (20) days after the VRS Project Proposal Due Date, Newco shall have the following options: (i) Newco may direct Xxxxx Systems to proceed with the VRS Project on a time and materials basis for a price equal to (A) the product of eighty percent (80%) of the Additional Services Rates (for a six month commitment) multiplied by the number of FTEs in excess of the VRS Project Estimated XXX expended by Xxxxx Systems in connection with the VRS Project; (ii) Newco may direct Xxxxx Systems to Change the Detailed FRDs or AD&Ds to reduce or eliminate functions, capabilities or interfaces from the scope of the VRS Project to reduce the cost and shorten the schedule to acceptable levels; (iii) Newco may direct Xxxxx Systems to cease all activities on the VRS Project and increase the Annual Services Charges, Base Services, Service Levels and other obligations of the Parties under the MSA to reflect the termination of the VRS Project; or (iv) Newco may terminate the MSA without cause or further liability or obligation to Xxxxx Systems after giving one hundred eighty (180) days prior notice, provided that (A) the amendment to the GreenWay License and the Odyssey License granted in Section 8.7(c)(ii) of the MSA and (B) the VRS license granted in Section 8.7(c)(iii) of the MSA, shall terminate concurrently with the termination of the MSA unless Newco pays Xxxxx Systems a license fee in the amount of $[REDACTED], which fee shall be payable in three (3) equal installments the first of which shall be payable on the date of such termination, and the second and third of which installments shall be payable on the first and second anniversaries of such date, respectively. Notwithstanding the foregoing, Newco may not terminate the MSA pursuant to this Section to the extent that the passage of the time period giving rise to the right to terminate the MSA hereunder is based on an unreasonable refusal by Newco to approve the VRS Project Proposal.
Sample 1
AutoNDA by SimpleDocs

Related to Failure to Approve VRS Project Proposal

  • Cost Proposal After the Approved Working Drawings are approved by Landlord and Tenant, Landlord shall provide Tenant with a cost proposal in accordance with the Approved Working Drawings, which cost proposal shall include, as nearly as possible, the cost of all TI Allowance Items to be incurred by Tenant in connection with the construction of the Tenant Improvements (the "Cost Proposal"). Landlord does not guaranty the accuracy of the Cost Proposal. Notwithstanding the foregoing, portions of the cost of the Tenant Improvements may be delivered to Tenant as such portions of the Tenant Improvements are priced by Contractor (on an individual item-by-item or trade-by-trade basis), even before the Approved Working Drawings are completed (the "Partial Cost Proposal"). Tenant shall either (i) approve and deliver the Cost Proposal to Landlord within five (5) business days of the receipt of the same (or, as to a Partial Cost Proposal, within two (2) business days of receipt of the same), or (ii) notify Landlord within five (5) business days after Tenant's receipt of the Cost Proposal (or Partial Cost Proposal, as the case may be) that Tenant desires to revise the Approved Working Drawings to reduce the amount of the Cost Proposal (or Partial Cost Proposal, as the case may be), in which case such changes shall be made to the Approved Working Drawings only in accordance with Section 2.7 above and the revised Working Drawings shall be provided to the Contractor for repricing whereupon Landlord shall revise the Cost Proposal (or Partial Cost Proposal, as the case may be) for Tenant's approval. This procedure shall be repeated until the Cost Proposal (or Partial Cost Proposal, as the case may be) is approved by Tenant. The date by which Tenant has approved the Cost Proposal, or the last Partial Cost Proposal, as the case may be, shall be known hereafter as the "Cost Proposal Delivery Date." The total of all Partial Cost Proposals, if any, shall be known as the Cost Proposal.

  • Technical Proposal The technical proposal may be presented in free format. It shall not exceed ten pages, not counting the CVs. It shall respect the following page limit and structure: • Technical methodology (max. 7 pages) • Quality management (max. 1 page) • Project management (max. 1 page) • Resource management (proposal (max. 1 page) + CVs of experts)

  • Construction Change Directives 1.1.1, 3.4.2, 3.11, 3.12.8, 4.2.8, 7.1.1, 7.1.2, 7.1.3, 7.3, 9.3.1.1 Construction Schedules, Contractor’s 3.10, 3.11, 3.12.1, 3.12.2, 6.1.3, 15.1.6.2

  • Solicitation Exceptions/Deviations Explanation If the bidder intends to deviate from the General Conditions Standard Terms and Conditions or Item Specifications listed in this proposal invitation, all such deviations must be listed on this attribute, with complete and detailed conditions and information included or attached. TIPS will consider any deviations in its proposal award decisions, and TIPS reserves the right to accept or reject any bid based upon any deviations indicated below or in any attachments or inclusions. In the absence of any deviation entry on this attribute, the proposer assures TIPS of their full compliance with the Standard Terms and Conditions, Item Specifications, and all other information contained in this Solicitation.

  • Proposal Proposal means any information supplied by or on behalf of the insured, deemed to be a completed proposal form and medical questionnaire and other relevant information that the insurer may require.

  • Construction Progress Schedule A schedule indicating proposed activity sequences and durations, milestone dates for receipt and approval of pertinent information, preparation, submittal, and processing of Shop Drawings and Samples, delivery of materials or equipment requiring long-lead time procurement, and proposed date(s) of Material Completion and Occupancy and Final Completion. The schedule will be developed to represent the sixteen or seventeen CSI Specification Divisions. It shall have a minimum number of activities as required to adequately represent to Owner the complete scope of work and define the Project’s critical path and associated activities. If the Project is to be phased, then each individual Phase should be identified from start through completion of the overall Project and should be individually scheduled and described, including any Owner’s occupancy requirements and showing portions of the Project having occupancy priority. The format of the schedule will have dependencies indicated on a monthly grid identifying milestone dates such as construction start, phase construction, structural top out, dry-in, rough-in completion, metal stud and drywall completion, equipment installation, systems operational, Material Completion and Occupancy Date, final inspection dates, Punchlist, and Final Completion date.

  • Course Approval Approval for dual credit shall be by the LEA and POSTSECONDARY INSTITUTION representatives on a course-by-course basis each semester based on the student’s prior coursework, career pathway, and/or academic readiness. There is no state limit to the number of credits a student may earn through dual credit in an academic term; however, the student must meet eligibility requirements.

  • Acquisition Proposal “Acquisition Proposal” shall mean any offer or proposal (other than an offer or proposal made or submitted by Parent) contemplating or otherwise relating to any Acquisition Transaction.

  • New Project Approval Consultant and District recognize that Consultant’s Services may include working on various projects for District. Consultant shall obtain the approval of District prior to the commencement of a new project.

  • Approval of Plans and Specifications The Plans and Specifications will conform to the requirements and conditions set out by applicable law or any effective restrictive covenant, and to all governmental authorities which exercise jurisdiction over the Leased Premises or the construction thereon.

Draft better contracts in just 5 minutes Get the weekly Law Insider newsletter packed with expert videos, webinars, ebooks, and more!