Maintenance of CAM Team Sample Clauses

Maintenance of CAM Team. (a) Commencing on March 1, 2016 and at all times thereafter during the Term, except with Eagle’s prior written consent (which Eagle may grant or withhold in its discretion) and pursuant to this Section 3.4, Spectrum shall maintain thirty-two (32) FTEs within the CAM Team, and shall use Commercially Reasonable Efforts to employ and assign CAMs with substantially the same experience as the individual CAMs who make up the CAM Team as of the Effective Date to Promote and Commercialize the Products, subject to voluntary resignations by CAMs or terminations or reassignments of individual CAMs by Spectrum for reason of a CAM’s failure to achieve applicable performance requirements or otherwise in the ordinary course in accordance with Spectrum’s applicable HR policies, including for cause (collectively, “Ordinary Course Terminations and Replacements”). In the event an individual who is a member of the 32-FTE CAM Team as of March 1, 2016 voluntarily resigns from Spectrum or is terminated or reassigned by Spectrum as a result of Ordinary Course Terminations and Replacements, Spectrum shall promptly (but in any event within [ * ] days) replace such individual with a new CAM who substantially meets the qualifications set forth in Exhibit A (as the same may be amended from time to time by mutual written agreement of the Parties). Notwithstanding the foregoing, Spectrum shall not be deemed to be in breach of this Section 3.4 if Spectrum fails to replace a CAM within the foregoing [ * ] day period so long as (i) the applicable Revenue Threshold in the aggregate for both the [ * ] Product and the [ * ] Product is achieved (on a pro rata basis) during such [ * ] day period, (ii) Spectrum is using Commercially Reasonable Efforts to replace the CAM, and (iii) Spectrum replaces the CAM within [ * ] days after the CAM resigns or is terminated or reassigned as a result of Ordinary Course Terminations and Replacements. For clarity, Spectrum will be in breach of this Section 3.4 if Spectrum fails to replace any CAM in accordance with this Section 3.4(a) within the [ * ]-day or [ * ]-day period (as applicable) after a CAM resigns or is terminated or reassigned as a result of Ordinary Course Terminations and Replacements and such failure is deemed to be material by Eagle in its reasonable discretion. Portions herein identified by [ * ] have been omitted pursuant to a request for confidential treatment under Rule 24b-2 of the Securities Exchange Act of 1934, as amended. A complete ...
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Related to Maintenance of CAM Team

  • Maintenance of Books The Company agrees to maintain, at its aforesaid office or agency, books for the registration and the registration of transfer of the Warrants.

  • Installation and Maintenance of Meters The Servicer shall cause to be installed, replaced and maintained meters in accordance with the Servicer Policies and Practices.

  • Patent Maintenance All annuity and maintenance fees that are necessary in order to keep the Patents in force as of the Effective Date have been paid by Seller, and no payment of annuities or fees, or papers to be filed in patent offices, are required to be made within the three-month period after the Effective Date.

  • Maintenance of Account In addition to, and not in lieu of, the obligation of the Securities Intermediary to honor entitlement orders as agreed in Section 3 hereof, the Securities Intermediary agrees to maintain the Account as follows:

  • Prosecution and Maintenance Each party retains the sole right to protect at its sole discretion the Intellectual Property and Technology owned by such party, including, without limitation, deciding whether to file and prosecute applications to register patents, copyrights and mask work rights included in such Intellectual Property, whether to abandon prosecution of such applications, and whether to discontinue payment of any maintenance or renewal fees with respect to any patents included in such Intellectual Property.

  • Maintenance of Accounts If an institution maintaining the Bank Accounts ceases to be a Qualified Institution, the Servicer will, with the Indenture Trustee’s assistance as necessary, move the Bank Accounts to a Qualified Institution within 30 days.

  • Maintenance of Business The Borrower shall, and shall cause each Subsidiary to, preserve and maintain its existence, except as otherwise provided in Section 8.10(c)

  • Maintenance of Listing The Company will use commercially reasonable efforts to effect and maintain the listing of (x) the Units and Warrants on the NYSE (or another national securities exchange) until the consummation of the Business Combination or until such earlier time at which the Liquidation occurs, and (y) the Common Stock on the NYSE (or another national securities exchange) until five years from the date of the consummation of the Business Combination or until such earlier time at which Liquidation occurs.

  • OPERATION AND MAINTENANCE OF COMMON AREAS During the Term, Landlord shall operate all Common Areas within the Building and the Project. The term “Common Areas” shall mean all areas within the Building, Project and other buildings in the Project which are not held for exclusive use by persons entitled to occupy space.

  • Maintenance of the Property Trustor shall cause the Property to be --------------------------- maintained in good condition and repair and will not commit or suffer to be committed any waste of the Property. The Improvements and the Equipment shall not be removed, demolished or materially altered (except for normal replacement of the Equipment), without the consent of Beneficiary. Trustor shall promptly comply with all existing and future governmental laws, orders, ordinances, rules and regulations affecting the Property, or any portion thereof or the use thereof. Trustor shall promptly repair, replace or rebuild all or any part of the Property which may be damaged or destroyed by fire or other property hazard or casualty (including any fire or other property hazard or casualty for which insurance was not obtained or obtainable) or which may be affected by any taking by any public or quasi-public authority through eminent domain or otherwise, and shall complete and pay for, within a reasonable time, any structure at any time in the process of construction or repair on the Premises. If such fire or other property hazard or casualty shall be covered by the Policies, Trustor's obligation to repair, replace or rebuild such portion of the Property shall be contingent upon Beneficiary paying Trustor the proceeds of the Policies, or such portion thereof as shall be sufficient to complete such repair, replacement or rebuilding, whichever is less. Trustor will not, without obtaining the prior consent of Beneficiary, initiate, join in or consent to any private restrictive covenant, zoning ordinance, or other public or private restrictions, limiting or affecting the uses which may be made of the Property or any part thereof.

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