Negotiations and Discussions. 3.1 The Parties shall, through their respective nominated representatives, as soon as practicable after signing this MOA, use their best endeavours to further negotiate and discuss in good faith, to enable each Party to evaluate fully its interest in collaborating in the proposed programs set out in this MOA.
Negotiations and Discussions. Section 1 As provided by 5 U.S.C. 7106(b), “Nothing in this Section shall preclude agency or labor organization from negotiating:
Negotiations and Discussions. Notwithstanding the limitations set forth in Section 6.5(a)(ii) or Section 6.5(a)(iii), if (i) the Company receives an unsolicited, written bona fide Competing Proposal (which has not been withdrawn) which the Board has reasonably determined prior to the expiration of the Applicable Period in good faith, after consultation with the Company’s outside legal and financial advisors, each of nationally-recognized standing, (x) constitutes a Superior Proposal or (y) would reasonably be expected to result, after the taking of any of the actions referred to in either of clause (A) or (B) below, in a Superior Proposal; (ii) the Company has not breached or violated any of the terms of, Section 6.4 or this Section 6.5; (iii) the Board shall have reasonably determined in good faith, after receiving the advice of the Company’s outside legal advisors of nationally-recognized standing, that the failure of the Board of Directors to take any action referred to in clause (A) or (B) below would constitute a breach of its fiduciary duties under the Laws of the State of Delaware; (iv) without limiting the obligations of the Company set forth in Section 6.5(c), the Company shall have provided written notice to Investor of the occurrence of the events contemplated by clause (i) and (iii) of this Section 6.5(d) and, at least two (2) Business Days prior to taking any action referred to in clause (A) or (B) below, the Company shall have notified Investor of its intention to take those actions referred to in clause (A) or (B) below specified in such notice, the Company may during the Applicable Period take the following actions:
Negotiations and Discussions. The existence of any and all negotiations leading up to this Agreement as well as all discussions held subsequent to the execution of this Agreement shall be subject to Federal Rule of Evidence 408, a copy of which is attached hereto.
