Examples of Phase 3 Facility in a sentence
Upon such finalization of the Facility Purchase Price, the sale and purchase shall be on reasonable and customary terms, and the Company and Roquette shall cooperate in good faith to consummate the sale of the Phase 2 Facility to the Company, and its subsequent modification into the Phase 3 Facility, as promptly as practicable.
If the Company (or alternatively, the Solazyme Directors) again formally request(s) approval of the Board to proceed with the construction of the Phase 3 Facility and the Board again declines to approve such request, the Parties shall in good faith enter into negotiations with the Company to redeploy the Phase 3 Payment for other uses by the Company (i.e., other than to build the Phase 3 Facility).
Upon the Board’s request, Roquette shall provide construction siting with wetmill Feedstock access for the Phase 3 Facility at Roquette’s facility in Keokuk, Iowa or another Roquette facility acceptable to the Board upon commercially reasonable terms to be negotiated at the time, including without limitation, with respect to the terms for the purchase or long term lease of the land required for the Phase 3 Facility.
Without limiting the generality of the foregoing, the Parties acknowledge that decisions and disputes relating to strategy, investments, research, industrial operations, international expansion, go-to-market models, the selection of the CEO, General Manager or a Key Manager (subject to the terms above) and the build out of the Phase 3 Facility are business disputes.
The Phase 3 Payment shall be used to fund the initial engineering and construction costs of the Phase 3 Facility and shall be paid quarterly in advance, commencing upon notice from the Board, as budgeted by the Company and approved by the Board.
For the avoidance of doubt, the exercise by the Board of any of its rights under this Section 10.4(a)(iii) shall not change or impact the terms of Section 4.1(a) or Section 5.2. Upon the commencement of manufacturing operations in the Phase 3 Facility, Roquette shall notify the Board in writing of such commencement, at which time Phase 2 shall be deemed terminated and completed.
The Board shall determine in its discretion whether it shall undertake construction of the Phase 3 Facility itself or utilize the services of Roquette or a third party for such construction; provided, however, that upon the Board’s request, Roquette shall perform the construction of the Phase 3 Facility on the Board’s behalf on [*] basis.
The Company shall be principally responsible for the planning and design of the Phase 3 Facility; provided, however, that Roquette shall provide such planning and design services as the Board may request on [*] basis.
Upon the unanimous election of the Board to proceed with construction of the Phase 3 Facility, the Company shall receive the Phase 3 Payment from Roquette as provided in Section 4.1(a)(iv) (or as otherwise provided in the Board resolution) and shall commence construction at a location chosen by the Board.
If the Company (or alternatively, the Solazyme Directors) formally request(s) approval of the Board to proceed with the construction of the Phase 3 Facility and the Board declines to approve such request, the Company (or alternatively, the Solazyme Directors) shall have the option to re-request such approval at a later date that shall be at least twelve (12) months after the date of the initial request.