Investment Opportunities To the fullest extent permitted by applicable law, the doctrine of corporate opportunity, or any analogous doctrine, shall not apply to any Member (other than Members who are officers or employees of the Company, PubCo or any of their respective Subsidiaries), any of their respective Affiliates (other than the Company, the Managing Member or any of their respective Subsidiaries), or any of their respective officers, directors, agents, shareholders, members, managers and partners (each, a “Business Opportunities Exempt Party”). The Company renounces any interest or expectancy of the Company in, or in being offered an opportunity to participate in, business opportunities that are from time to time presented to any Business Opportunities Exempt Party. No Business Opportunities Exempt Party who acquires knowledge of a potential transaction, agreement, arrangement or other matter that may be an opportunity for the Company or any of its subsidiaries shall have any duty to communicate or offer such opportunity to the Company. No amendment or repeal of this Section 8.4 shall apply to or have any effect on the liability or alleged liability of any Business Opportunities Exempt Party for or with respect to any opportunities of which any such Business Opportunities Exempt Party becomes aware prior to such amendment or repeal. Any Person purchasing or otherwise acquiring any interest in any Units shall be deemed to have notice of and consented to the provisions of this Section 8.4. Neither the alteration, amendment or repeal of this Section 8.4, nor the adoption of any provision of this Agreement inconsistent with this Section 8.4, shall eliminate or reduce the effect of this Section 8.4 in respect of any business opportunity first identified or any other matter occurring, or any cause of action, suit or claim that, but for this Section 8.4, would accrue or arise, prior to such alteration, amendment, repeal or adoption.
Investment Opportunities and Allocation The Advisor shall be required to use commercially reasonable efforts to present a continuing and suitable investment program to the Company that is consistent with the investment policies and objectives of the Company, but neither the Advisor nor any Affiliate of the Advisor shall be obligated generally to present any particular investment opportunity to the Company even if the opportunity is of character that, if presented to the Company, could be taken by the Company. In the event an investment opportunity is located, the allocation procedure set forth under the caption “Conflicts of Interest – Certain Conflict Resolution Measures – Allocation of Investment Opportunities” in the Registration Statement shall govern the allocation of the opportunity among the Company and Affiliates of the Advisor.
Equal Employment Opportunity The Recipient shall require all Contractors to secure a valid Certificate of Compliance;
Right of First Opportunity Tenant shall have the right (the “Right of First Opportunity”) to lease the entirety of either Floor 10 or Floor 14 (the first of such floors to become available to lease shall be the “Offer Space”) on the following terms and conditions. If Landlord elects in its sole discretion to market either floor included in the Offer Space for lease on less than a full floor basis, the Right of First Opportunity shall apply separately to each increment of space on the first such floor to become available to lease. Floor 10 and Floor 14 are currently available for lease and Tenant has elected not to include either floor in the Initial Premises. The Right of First Opportunity shall take effect when the Offer Space has been leased to a third party (together with its successors, assigns and subtenants, the “Initial Tenant”) and again becomes available to lease on a direct basis from Landlord. Thereafter, when Landlord determines that either Floor 10 or Floor 14 as identified by Landlord will be available for leasing to a new tenant, Landlord shall deliver written notice to Tenant (the “Availability Notice”). The Availability Notice shall identify the Offer Space that is then available for lease. After the first eighteen (18) months of the Term, the Availability Notice shall include the rent schedule applicable to the Offer Space as well as any incentives or allowances Landlord is offering which shall reflect Landlord’s opinion of the Market Rent (as defined in Section 3.2). Tenant may exercise its Right of First Opportunity for all of the Offer Space described in the Availability Notice by delivering irrevocable written notice (an “Acceptance Notice”) to Landlord no later than ten (10) days after delivery of the Availability Notice to Tenant. If the Offer Space described in the Availability Notice is less than a full floor, Tenant may elect to lease the partial floor described in the Availability Notice and the Right of First Offer shall remain in effect for the balance of that floor. Time is of the essence of this provision and late notice shall not be effective. If Tenant delivers an Acceptance Notice, then Landlord shall prepare and the parties shall execute an amendment to this Lease reflecting the inclusion of the Offer Space as part of the Premises effective as of the date on which possession of the Offer Space is tendered to Tenant (the “Offer Space Commencement Date”). Tenant’s Share shall be adjusted to include the Rentable Area of the Offer Space effective as of the Offer Space Commencement Date. All of the terms and conditions of this Lease shall apply to the Offer Space except as provided herein. Tenant will lease the Offer Space in its then-current as-is condition and Landlord shall not be required to make improvements to or contribute funds toward any improvements in the Offer Space, except as provided herein.
Equal Opportunity It is hereby declared that equal opportunity and nondiscrimination shall be the County’s policy intended to assure equal opportunities to every person, regardless of race, religion, sex, sexual orientation and gender expression/identity, color, age, disability or national origin, in securing or holding employment in a field of work or labor for which the person is qualified, as provided by Section 17-314 of the Orange County Code and the County Administrative Regulations. Further, the CONTRACTOR shall abide by the following provisions:
Equal Opportunity Employer You acknowledge that Studio is an equal opportunity employer. You agree that you will comply with Studio policies regarding employment practices and with applicable federal, state and local laws prohibiting discrimination or harassment.
Customer Relations A. Actively promote DCP Holding Company in all Marketing, Sales, Public Relations, and Community activity.
Collaboration Management Promptly after the Effective Date, each Party will appoint a person who will oversee day-to-day contact between the Parties for all matters related to the management of the Collaboration Activities in between meetings of the JSC and will have such other responsibilities as the Parties may agree in writing after the Effective Date. One person will be designated by Merck (the “Merck Program Director”) and one person will be designated by Moderna (the “Moderna Program Director,”) together will be the “Program Directors”. Each Party may replace its Program Director at any time by notice in writing to the other Party. Any Program Director may designate a substitute to temporarily perform the functions of that Program Director by written notice to the other Party. The initial Program Directors will be: For Moderna: [***] For Merck: [***]
Labor Relations; Compliance No Acquired Company has been or is a party to any collective bargaining or other labor contract or agreement, and there has not been, there is not presently pending or existing, and there is not Threatened, (a) any strike, slowdown, picketing, work stoppage, or employee grievance process, (b) any Proceeding against or affecting any Acquired Company relating to the alleged violation of any Legal Requirement pertaining to labor relations or employment matters, including any charge or complaint filed by an employee or union with the National Labor Relations Board, the Equal Employment Opportunity Commission, or any comparable Governmental Body, organizational activity, or other labor or employment dispute against or affecting any of the Acquired Companies or their premises, except as described in Part 3.21 of the Disclosure Letter, or (c) any application for certification of a collective bargaining agent. No event has occurred or circumstance exists that could provide the basis for any work stoppage or other labor dispute. There is no lockout of any employees by any Acquired Company, and no such action is contemplated by any Acquired Company. Each Acquired Company has complied in all respects with all Legal Requirements relating to employment, equal employment opportunity, nondiscrimination, immigration, wages, hours, benefits, collective bargaining, the payment of social security and similar taxes, occupational safety and health, and plant closing. No Acquired Company is liable for the payment of any compensation, damages, Taxes, fines, penalties, or other amounts, however designated, for failure to comply with any of the foregoing Legal Requirements.
