Third Party Consent. If the obligation of any Party under this Agreement depends on the consent of a third party, such as a vendor or insurance company, and that consent is withheld, the Parties shall use commercially reasonable efforts to implement the applicable provisions of this Agreement to the fullest extent practicable. If any provision of this Agreement cannot be implemented due to the failure of a third party to consent, the Parties shall negotiate in good faith to implement the provision in a mutually satisfactory manner, taking into account the original purposes of the provision in light of the Distribution and communications to affected individuals.
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Samples: Employee Matters Agreement (Zimmer Biomet Holdings, Inc.), Employee Matters Agreement (ZimVie Inc.), Employee Matters Agreement (ZimVie Inc.)
Third Party Consent. If the obligation of any Party under this Agreement depends on the consent of a third party, such as a vendor or insurance company, and that consent is withheld, the Parties shall use commercially reasonable efforts to implement the applicable provisions of this Agreement to the fullest extent practicable. If any provision of this Agreement cannot be implemented due to the failure of a third party to consent, the Parties shall negotiate in good faith to implement the provision in a mutually satisfactory manner, taking into account the original purposes of the provision in light of the Distribution Spin-Off and communications to affected individuals.
Appears in 3 contracts
Samples: Employee Matters Agreement (Organon & Co.), Employee Matters Agreement (Organon & Co.), Employee Matters Agreement (Organon & Co.)
Third Party Consent. If the obligation of any Party party under this Agreement depends is dependent on the consent of a third party, party consent and such as a vendor or insurance company, and that consent is withheld, the Parties parties shall use commercially reasonable commercial efforts to implement the applicable provisions of this Agreement to the fullest extent practicable. If any provision of this Agreement cannot be implemented due to the failure of a third party to consent, the Parties parties shall negotiate in good faith to implement the provision in a mutually satisfactory manner, taking into account the original purposes of the provision in light of the Distribution Separation and communications to affected individuals.
Appears in 2 contracts
Samples: Employee Matters Agreement (Cowen Group, Inc.), Employee Matters Agreement (Cowen Group, Inc.)
Third Party Consent. If the obligation of any Party party under this Agreement depends on the consent of a third party, such as a vendor or insurance company, and that consent is withheld, the Parties shall use commercially reasonable efforts to implement the applicable provisions of this Agreement to the fullest extent practicable. If any provision of this Agreement cannot be implemented due to the failure of a third party to consent, the Parties shall negotiate in good faith to implement the provision in a mutually satisfactory manner, taking into account the original purposes of the provision in light of the Distribution and communications to affected individuals.
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