WBAD Negotiations Sample Clauses

WBAD Negotiations. (i) As soon as reasonably practicable following the Effective Date, the Parties shall engage in discussions to develop an orderly transition plan from PharMerica contracts. The Parties agree that they shall make commercially reasonable efforts to finalize and implement a transition plan in order to bring PharMerica volume under WBAD agreements as soon as is possible, subject to PharMerica’s existing wholesale agreement and WBAD’s notice requirements to Suppliers. Upon finalization of the implementation plan, WBAD shall provide notice to its Suppliers that PharMerica is joining WBAD in order to obtain Specified Terms on behalf of PharMerica. For purposes of clarity, the Parties acknowledge and agree that WBAD maintains separate formularies for its members, and as such PharMerica’s formulary may not be the same as any other member of WBAD. WBAD shall also be entitled to negotiate for itself Bona Fide GPO Fees. (ii) WBAD is hereby authorized, subject to Sections 1.C and 1.D, to negotiate, on behalf of PharMerica, to obtain the most favorable Specified Terms reasonably available at the time. In negotiating the Specified Terms and Bona Fide GPO Fees applicable to each of the members of WBAD, WBAD shall not knowingly favor any of them over any other without the consent of each Party adversely affected (which consent may be withheld in such Party’s sole discretion). (iii) Except as otherwise set forth herein, PharMerica and, to the extent necessary, WBAD shall enter into agreements (or amend or modify existing agreements) with such Suppliers reflecting, or make such other arrangements as may be appropriate to reflect, the terms on which PharMerica will acquire the applicable Products, which terms shall include the Specified Terms negotiated by WBAD (any such PharMerica contract or other arrangement reflecting the Specified Terms negotiated by WBAD as contemplated by this Agreement, a “WBAD Contract”). All other local terms (failure to supply, returned goods, etc.) shall be addressed by PharMerica either directly with a Supplier or with its wholesaler.
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Related to WBAD Negotiations

  • No Negotiations The Seller will not directly or indirectly (through a representative or otherwise) solicit or furnish any information to any prospective buyer, commence, or conduct presently ongoing, negotiations with any other party or enter into any agreement with any other party concerning the sale of the Seller, any Restaurants, the Seller’s assets or business or any part thereof or any membership interest in the Seller (an "acquisition proposal"), and the Seller shall immediately advise Buyer of the receipt of any acquisition proposal.

  • Informal Negotiations To expedite resolution and control the cost of any dispute, controversy, or claim related to these Terms of Use (each a "Dispute" and collectively, the “Disputes”) brought by either you or us (individually, a “Party” and collectively, the “Parties”), the Parties agree to first attempt to negotiate any Dispute (except those Disputes expressly provided below) informally for at least thirty (30) days before initiating arbitration. Such informal negotiations commence upon written notice from one Party to the other Party.

  • Other Negotiations Following the date hereof and until termination of this Agreement pursuant to Section 9.1, Target will not (and it will not permit any of its officers, directors, employees, agents and Affiliates on its behalf to) take any action to solicit, initiate, seek, encourage or support any inquiry, proposal or offer from, furnish any information to, or participate in any negotiations with, any corporation, partnership, person or other entity or group (other than Acquiror) regarding any acquisition of Target, any merger or consolidation with or involving Target, or any acquisition of any material portion of the stock or assets of Target or any material license of Target Proprietary Rights (any of the foregoing being referred to in this Agreement as an "ACQUISITION TRANSACTION") or enter into an agreement concerning any Acquisition Transaction with any party other than Acquiror. If between the date of this Agreement and the termination of this Agreement pursuant to Section 9.1, Target receives from a third party any offer or indication of interest regarding any Acquisition Transaction, or any request for information regarding any Acquisition Transaction, Target shall (i) notify Acquiror immediately (orally and in writing) of such offer, indication of interest or request, including the identity of such party and the full terms of any proposal therein, and (ii) notify such third party of Target's obligations under this Agreement.

  • Mutual Negotiations This Agreement and the other Transaction Documents are the product of mutual negotiations by the parties thereto and their counsel, and no party shall be deemed the draftsperson of this Agreement or any other Transaction Document or any provision hereof or thereof or to have provided the same. Accordingly, in the event of any inconsistency or ambiguity of any provision of this Agreement or any other Transaction Document, such inconsistency or ambiguity shall not be interpreted against any party because of such party’s involvement in the drafting thereof.

  • Exclusive Negotiations The State will not bargain collectively or meet with any employee organization other than MSEA-SEIU with reference to terms and conditions of employment of employees covered by this Agreement. If any such organizations request meetings they will be advised by the State to transmit their requests concerning terms and conditions of employment to MSEA-SEIU.

  • Contract Negotiations Where operational requirements permit, and on reasonable notice, the Employer shall grant special leave with pay for not more than two (2) representatives of each bargaining unit for the purpose of attending contract negotiation meetings with the Employer on behalf of the Union. Such permission shall not be unreasonably withheld.

  • Future Negotiations If at any time prior to termination of this Amendment the Custodian as a matter of standard business practice, accepts delegation as Foreign Custody Manager for its U.S. mutual fund clients on terms materially different than set forth in this Amendment, the Custodian hereby agrees to negotiate with the fund in good faith with respect thereto.

  • No Negotiation Until such time, if any, as this Agreement is terminated pursuant to Section 9, Sellers will not, and will cause the Company and each of their Representatives not to, directly or indirectly solicit, initiate, or encourage any inquiries or proposals from, discuss or negotiate with, provide any non-public information to, or consider the merits of any unsolicited inquiries or proposals from, any Person (other than Buyer) relating to any transaction involving the sale of the business or assets (other than in the Ordinary Course of Business) of the Company, or any of the capital stock of the Company, or any merger, consolidation, business combination, or similar transaction involving the Company.

  • Good Faith Negotiations In case of any dispute arising out of this Agreement including any question regarding its interpretation, existence, validity or termination, each party will use its best efforts to resolve the dispute by good faith negotiation within a period of Thirty (30) Business Days following notification of the dispute.

  • RECOGNITION AND NEGOTIATIONS The Employer or anyone authorized to act on their behalf recognizes the Union as the sole collective bargaining agency for its employees classified and covered by this Agreement. The Employer agrees to negotiate with the Union or anyone authorized to act on behalf of the Union, in any and all matters affecting the relationship between the parties to this Agreement.

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