Managing Party definition

Managing Party shall have the meaning set forth in Section 7.2(a).

Managing Party has the meaning set forth in Section 6.11(e).

Managing Party shall initially mean Tyco; provided, however, that under certain circumstances another Party may become the Managing Party as set forth in the Joint Defense Agreement between the Parties dated the date hereof.

Examples of Managing Party in a sentence

• If the Managing Party is in breach of its obligations under the Agreement and does not cure its breach in the time period set forth in Section 10.3, or if the Managing Party has not been successful in signing a License Agreement within two years of serving as Managing Party, then at the option of the Other Parties with a majority of the Allocable Percentage of Net Considera­tion held by all such Other Parties they may elect by written notice to the Parties to terminate a Party’s service as Managing Party.

• The Parties acknowledge that in some circumstances gross licensing proceeds received by the Managing Party must be allo­cated for the purposes of making payments under the Agreement.

• In the event of a resignation or termination of a Party’s service as Managing Party pursuant to Section 10.6(a) or (b), the Other Parties with a majority of the Allocable Percentage of Net Consideration held by all such Other Parties may elect a new Party to become the Managing Party and to so replace the initial Managing Party, subject to obtaining the written consent of such Party to act as the new Managing Party.

• The Party serving as Managing Party may resign from that position upon 60 days prior written notice to the Other Parties (or may be deemed to have resigned in the circumstances set forth in Section 3.7(d)).

• If no agreement is reached, then Managing Party may, if it so elects, defend against the challenge, as it deems most appropriate at its sole cost and expense.

More Definitions of Managing Party

Managing Party has the meaning set forth in Section 4.6.

Managing Party shall initially mean Trident; provided, however, that under certain circumstances Fountain may become the Managing Party as may be otherwise agreed to in writing by the Parties.

Managing Party means the Party so designated in Section 1 of the IIA, who has the manage­ment responsibilities with respect to the Joint Invention as set forth in Sections 3, 4 and 5. There may be changes in the designated Managing Party pursuant to Section 10.6.

Managing Party shall initially mean Tyco; provided, however, that under certain circumstances ADT NA may become the Managing Party as may be otherwise agreed to in writing by the Parties.

Managing Party shall initially mean RRD; provided, however, that under certain circumstances another Party may become the Managing Party as may be otherwise agreed to in writing by the Parties.

Managing Party means with respect to the Specified DowDuPont Shared Assets and Specified DowDuPont Shared Liabilities known by the Parties as of the date hereof, (i) SpecCo with respect to the matters designated as such on Schedule 6.2(a)(i), (ii) AgCo with respect to the matters designated as such on Schedule 6.2(a)(ii) and (iii) MatCo with respect to the matters designated as such on Schedule 6.2(a)(iii); provided, however, that subject to Section 6.2(f), the Managing Party with respect to any particular Specified DowDuPont Shared Asset and/or Specified DowDuPont Shared Liability not set forth in any of Schedules 6.2(a)(i), 6.2(a)(ii) or 6.2(a)(iii) (any such Specified DowDuPont Shared Asset or Specified DowDuPont Shared Liability, a “New Shared Matter”) shall be determined in accordance with Section 6.2(c) and Section 6.2(f).

Managing Party means with respect to the Shared Historical DuPont Assets and Shared Historical DuPont Liabilities known by AgCo, SpecCo or any other member of its Group as of the date hereof, (i) AgCo, with respect to the matters designated as such on Schedule 7.1(a)(i) and (ii) SpecCo, with respect to the matters designated as such on Schedule 7.1(a)(ii); provided, however, that subject to Section 7.1(c), the Managing Party with respect to any particular Shared Historical DuPont Asset or Shared Historical DuPont Liability not set forth in any of Schedule 7.1(a)(i) or Schedule 7.1(a)(ii), shall be determined in accordance with Section 7.2(c) and Section 7.1(c).