Common use of Action by the Administrator Clause in Contracts

Action by the Administrator. The parties agree that the interpretation of this agreement shall rest exclusively and completely within the sole discretion of the Administrator. The parties agree to be bound by the decisions of the Administrator with regard to the interpretation of this agreement and with regard to any and all matters set forth in this agreement. The Administrator may delegate its functions under this agreement to an officer of the Cardinal Group designated by the Administrator (hereinafter the “designee”). In fulfilling its responsibilities hereunder, the Administrator or its designee may rely upon documents, written statements of the parties or such other material as the Administrator or its designee deems appropriate. The parties agree that there is no right to be heard or to appear before the Administrator or its designee and that any decision of the Administrator or its designee relating to this agreement, including without limitation whether particular conduct constitutes Triggering Conduct or Competitor Triggering Conduct, shall be final and binding unless such decision is arbitrary and capricious; provided, however, that to the extent that any provision in this paragraph 11 is inconsistent in any manner with the terms of Section 9(i) of the Employment Agreement, the provisions of the Employment Agreement shall take precedence and such other inconsistent provisions shall be null and void.

Action by the Administrator. The parties agree that the interpretation of this agreement Agreement shall rest exclusively and completely within the sole discretion of the Administrator. The parties agree to be bound by the decisions of the Administrator with regard to the interpretation of this agreement Agreement and with regard to any and all matters set forth in this agreementAgreement. The Administrator may delegate its functions under this agreement Agreement to an officer of the Cardinal Group designated by the Administrator (hereinafter the “designeeDesignee”). In fulfilling its responsibilities hereunder, the Administrator or its designee Designee may rely upon documents, written statements of the parties or such other material as the Administrator or its designee Designee deems appropriate. The parties agree that there is no right to be heard or to appear before the Administrator or its designee Designee and that any decision of the Administrator or its designee Designee relating to this agreementAgreement, including including, without limitation limitation, whether particular conduct constitutes Triggering Conduct or Competitor Triggering Conduct, shall be final and binding unless such decision is arbitrary and capricious; provided, however, that to the extent that any provision provisions in this paragraph 11 is Paragraph 14 are inconsistent in any manner with the terms of Section 9(i) of the Employment Agreement, the provisions of the Employment Agreement shall take precedence and such other inconsistent provisions shall be null and void.

Action by the Administrator. The parties agree that the interpretation of this agreement shall rest exclusively and completely within the sole discretion of the Administrator. The parties agree to be bound by the decisions of the Administrator with regard to the interpretation of this agreement and with regard to any and all matters set forth in this agreement. The Administrator may delegate its functions under this agreement to an officer of the Cardinal Group designated by the Administrator (hereinafter the “designee”). In fulfilling its responsibilities hereunder, the Administrator or its designee may rely upon documents, written statements of the parties parties, or such other material as the Administrator or its designee deems appropriate. The parties agree that there is no right to be heard or to appear before the Administrator or its designee and that any decision of the Administrator or its designee relating to this agreement, including including, without limitation limitation, whether particular conduct constitutes Triggering Conduct or Competitor Triggering Conducta violation of the covenants, obligations and restrictions of Awardee set forth in paragraphs 5 through 7 and, if applicable, paragraph 11 above, shall be final and binding unless such decision is arbitrary and capricious; provided, however, that to the extent that any provision in this paragraph 11 is inconsistent in any manner with the terms of Section 9(i) of the Employment Agreement, the provisions of the Employment Agreement shall take precedence and such other inconsistent provisions shall be null and void.

Action by the Administrator. The parties agree that the interpretation of this agreement Agreement shall rest exclusively and completely within the sole discretion of the Administrator. The parties agree to be bound by the decisions of the Administrator with regard to the interpretation of this agreement Agreement and with regard to any and all matters set forth in this agreementAgreement. The Administrator may delegate its functions under this agreement Agreement to an officer of the Cardinal Group designated by the Administrator (hereinafter the “designeeDesignee”). In fulfilling its responsibilities hereunder, the Administrator or its designee Designee may rely upon documents, written statements of the parties or such other material as the Administrator or its designee Designee deems appropriate. The parties agree that there is no right to be heard or to appear before the Administrator or its designee Designee and that any decision of the Administrator or its designee Designee relating to this agreementAgreement, including including, without limitation limitation, whether particular conduct constitutes Triggering Conduct or Competitor Triggering Conduct, shall be final and binding unless such decision is arbitrary and capricious; provided, however, that to the extent that any provision provisions in this paragraph 11 is Paragraph 13 are inconsistent in any manner with the terms of Section 9(i) of the Employment Agreement, the provisions of the Employment Agreement shall take precedence and such other inconsistent provisions shall be null and void.