Negotiation Rights. A. The Bellefontaine City Board of Education recognizes the Bellefontaine Education Association (BEA), an affiliate of the Ohio Education Association and the National Education Association, as the sole and exclusive bargaining representative for a bargaining unit, which shall include all full or part-time (18.75 hours or more per week) employees required by law to be certificated/licensed and serving under contract in the position of teacher, counselor, nurse, special area employees, and substitutes serving sixty (60) days in one specific teaching position. (This shall not preclude the Board from non-renewal in accord with R.C. 3319.10).
Negotiation Rights. After the Closing, BP shall have the exclusive right to negotiate with Syngenta for the assignment to BP of all Verenium’s rights and obligations under the Separation Agreement with respect to the Verenium Intellectual Property (for clarification, the purpose of such negotiation may not be to affect any of Verenium’s rights and obligations under the Separation Agreement, other than with respect to the Verenium Intellectual Property). Verenium shall cooperate with BP’s reasonable requests and, at BP’s cost and expense, use all commercially reasonable efforts to assist BP in obtaining Syngenta’s consent to an assignment of all Verenium’s rights and obligations under the Separation Agreement with respect to the Verenium Intellectual Property to BP, and to amend the Separation Agreement to effectuate the foregoing; provided that, for clarification, Verenium shall not have any obligation to agree to any amendment to the Separation Agreement that adversely affects Verenium’s rights and obligations under the Separation Agreement (other than with respect to the Verenium Intellectual Property).
Negotiation Rights. In any instance where Landlord or the City has retained the right to approve or consent to any action of Tenant, Casino Subtenant or the Casino Manager/Operator, Landlord or the City shall negotiate in good faith and without unreasonable delay, reasonable terms and conditions for Landlord's or the City's approval or consent.
Negotiation Rights. Mineracao shall have the right to negotiate and enter into an agreement (a "Major Mining Agreement") with a major mining company (a "Mining Company") to operate, finance and/or construct a mine on the claims owned by Newco and grant the Mining Company at least a 51% interest in Newco, provided that the Mining Company must commit to invest no less than US$250,000,000 in Newco. In the event a Major Mining Agreement is entered into the interests of Diamante and Mineracao shall be diluted pro rata in accordance with their percentage holdings in Newco, provided that, if such Major Mining Agreement is entered into during the 29% Earn In Period, Diamante may elect to exercise the First Right by forthwith paying to Mineracao the amount then remaining to be invested to acquire the Additional 29% Interest.
Negotiation Rights. In the event that any time after the Execution Date, the Offerors wish to sell, license or sublicense material rights relating to, or otherwise transfer, any ROFN Assets to any one or more Persons (other than any Affiliate of the Offerors), other than in a Permitted Transaction (a “ROFN Acquisition Transaction”), the Offerors shall provide Buyer with written notice specifying the material terms (including price) of the proposed ROFN Acquisition Transaction (the “ROFN Notice”), and, for a period of twenty (20) days following Buyer’s receipt of the ROFN Notice (the “Exclusive Negotiation Period”), the Offerors shall negotiate with Buyer exclusively and in good faith to reach a definitive agreement pursuant to which Buyer would acquire the ROFN Assets. During the Exclusive Negotiation Period, Seller shall in good xxxxx xxxxx Buyer timely and reasonable access to due diligence materials relating to the ROFN Assets specified in the ROFN Notice to enable Buyer to conduct a reasonable due diligence review and examination regarding its possible acquisition of such ROFN Assets; provided, that such due diligence review shall not unreasonably disrupt Seller’s operations. Except as set forth in Section 6.8(d) below, in the event that the Offerors and Buyer do not reach a definitive agreement within the Exclusive Negotiation Period with respect to the purchase and sale of the ROFN Assets specified in the ROFN Notice, then the Offerors shall have no further obligations to Buyer under this Section 6.8.
Negotiation Rights. In any negotiations described in this Article, neither party shall have any control over the selection of the negotiating representatives of the other party, and each party may select its representatives from outside or within Bay County. It is recognized that no final agreement between the parties may be executed without ratification by a majority of the membership of the Nurses organization and the Employer; but the parties mutually pledge that representatives selected by each shall have the necessary power and authority to make proposals, consider proposals, and make concessions in the course of negotiations, subject only to such ultimate ratification.
Negotiation Rights. The Board agrees not to negotiate with any organization other than that designated as the representative pursuant to Chapter 123, New Jersey Laws of 1974, for the duration of this Agreement.
Negotiation Rights. The Union retains its right to negotiate any mandatory subjects of negotiations under Government Code section 3543.2 not addressed by provisions of this Agreement.
Negotiation Rights. (a) In the event that the LLC determines to license, engage, or otherwise contract with or authorize a person other than the LLC to engage in marketing activities with respect to a Licensed Product in any territory other than in the North American Territory, the LLC shall so notify CYTOGEN and negotiate in good faith with CYTOGEN the terms of an agreement regarding marketing activities with respect to any such Licensed Product in such territory. As a condition to any such negotiations, CYTOGEN shall demonstrate to the LLC's reasonable satisfaction CYTOGEN's capability to perform the marketing activities desired by the LLC in the relevant territory. If CYTOGEN is unable to satisfy such condition, or if CYTOGEN does not desire to, or is unable to negotiate any such agreement, or any such agreement is subsequently terminated, the LLC shall so notify Progenics and negotiate in good faith with Progenics a marketing agreement as described above. As a condition to any such negotiations, Progenics shall demonstrate to the LLC's reasonable satisfaction Progenics' capability to perform the marketing activities desired by the LLC in the relevant territory. Any such determination as to the capability of CYTOGEN or Progenics shall take into consideration the relevant party's ability to perform the necessary sales and marketing functions based upon an assessment of such party's existing sales, marketing and distribution capabilities compared to those of other companies promoting similar products to similar market segments, as well as such other factors as may be reasonably relevant.
Negotiation Rights. For a period of six months from the date of this Agreement, subject only to the fiduciary duties of the Board (as determined in the judgment of the Company's outside counsel), prior to entering into negotiations regarding or otherwise considering a proposal that would be likely to result in a change of control of the Company, the Company will provide Pyxis with a two week period in which to exclusively evaluate a strategic transaction between the Company and Pyxis or one of its Affiliates.
