Advisory Term Sample Clauses

Advisory Term. Following the Separation Date, Xxxxx shall serve as Senior Advisor to the Company for a period of one (1) year after the Separation Date (the “Advisory Term”). The Company will engage Xxxxx on an at-will basis during the Advisory Term. Accordingly, Xxxxx understands that, during the Advisory Term, either the Company or Xxxxx may terminate Xxxxx’x engagement as Senior Advisor at any time, for any or no reason, with or without prior notice. a) As Senior Advisor, and on an as-needed basis upon reasonable notice from the Company, Xxxxx shall provide transition and other related advisory services to the Company during the Advisory Term in order to assist in providing an effective transition of Xxxxx’x responsibilities to Xxxxx’x successor as President and Chief Executive Officer. Xxxxx shall advise the Board, Xxxxx’x successor and any Interim Delegate or Interim Delegates on matters involving Company strategy, mergers and acquisitions, organizational considerations and other matters as are specified by the Board. Xxxxx shall diligently and competently perform such services and use all reasonable efforts in connection with the performance of such services. 2 93131600.3 0010327-00020 b) Xxxxx and the Company agree that, during the Advisory Term, the anticipated level of all services that Xxxxx may perform for the Company as Senior Advisor shall not be in excess of an average of ten (10) hours per week, which the Company and Xxxxx acknowledge is less than 20% of the average level of services that Xxxxx will have performed for the Company during the three-year period immediately preceding the Separation Date. c) During the Advisory Term, upon presentation of appropriate receipts, the Company shall reimburse Xxxxx for all documented, out-of-pocket expenses Xxxxx incurs in the performance of Xxxxx’x duties as Senior Advisor, including but not limited to expenses Xxxxx incurs when traveling on Company business when requested by the Board, the CEO or an Interim Delegate to do so. d) Following the termination or expiration of the Advisory Term (and during the Advisory Term as to any responsibility reassigned and delegated to an Interim Delegate as contemplated by Section 1(c)), Xxxxx shall not hold himself out as an officer, director, executive, employee, leased employee, temporary employee, consultant, advisor, agent or other representative of the Company.
Sample 1
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Advisory Term. During the Advisory Term, the Employee is engaged as a consultant and advisor of the Company (and is not to be an officer of the Company or the Parent) and his duties shall include but not be limited to the following: (i) Promoting the public and investment community viewpoint and perspective of the Company and the Parent; (ii) Advising the Board of Directors of the Company and the Parent regarding the activities of the Company and/or the Parent; (iii) Providing services to the Company and/or the Parent as requested by the Company not less than ten (10) days per calendar month and one thousand (1000) hours per calendar year (or part thereof on a prorated basis); and (iv) Reporting regularly to the Board of Directors of the Company and the Parent. During the Advisory Term, Employee shall have no day-to-day administrative or management duties or responsibilities, except as specifically requested by the Board of Directors.
Sample 1Sample 2
Advisory Term. Immediately upon the expiration of the CEO Term, IEC shall employ Executive as an Advisor to the Board of Directors, and Executive shall serve IEC for a period terminating on December 31, 2020 unless earlier terminated as provided herein (the “Advisory Term”).
Sample 1
Advisory Term. The term of this Senior Advisory Agreement (the “Advisory Term”) shall commence as of November 2, 2019 and shall continue in effect until terminated by either you or the Company by providing to the other ninety (90) days’ written notice of termination of the Advisory Term; provided that the Company may elect to provide you with less than ninety (90) days’ written notice of termination of the Advisory Term, in which case, solely for purposes of determining the end of the Advisory Term and applicable Advisory Fee due pursuant to Section 3(a), the Advisory Term shall be deemed to end ninety (90) days after the date you are provided with such written notice of termination by the Company.
Sample 1
Advisory Term. Company hereby retains Advisor to serve as an independent consultant. The term of this Agreement (the “Term”) shall be the period commencing on the Effective Date and terminating on the one (1) year anniversary thereof, subject to earlier termination upon thirty (30) days’ prior written notice delivered by either party to the other for any reason. Upon any termination of the Services as provided in the preceding sentence, this Agreement shall terminate, except that the provisions set forth in Sections 2.b, 4, 5, and 6 of this Agreement shall survive such termination.
Sample 1
Advisory Term. The term of this Agreement (the “Term”) will begin on the Transition Date and will, unless earlier terminated pursuant to Section 3, end upon the conclusion of the Keurig Litigation for any reason, including: (i) the parties to the litigation entering into a settlement and the Company’s collection of all proceeds owed to it as a result of such settlement, (ii) the rendering of a verdict, the exhaustion of all appeals and the Company’s collection of all proceeds owed to it as a result of such verdict or (iii) a dismissal of the case for any reason and the final resolution of all appeals related to such dismissal, resulting in no fees owed to the Company (each, a “Resolution”).
Sample 1
Advisory Term. Unless this Agreement has terminated earlier, ------------- immediately following the CEO Term, Executive shall act as Special Advisor to the Company until the earlier of (i) the date three (3) years from the Effective Date, or (ii) the termination of such services as provided herein (the "Advisory Term") (the CEO Term and the Advisory Term shall collectively be referred to as the "Employment Term").
Sample 1
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Advisory Term. (i) Compensation During the Advisory Term. During the Advisory ------------------------------------- Term, the Company will pay Executive as compensation for his services a base salary at the annualized rate of $120,000 (the "Special Advisor Base Salary"). The Special Advisor Base Salary will be paid periodically in accordance with the Company's normal payroll practices and be subject to the usual required withholding. If Executive is terminated with Cause during the Advisory Term, then Executive shall receive the Special Advisor Base Salary only through the date of such termination. If Executive is terminated without Cause during the Advisory Term, the Company shall continue to pay the Special Advisor Base Salary until the conclusion of the Advisory Term in accordance with the Company's normal payroll practices and such payment will be subject to any required withholding.
Sample 1

Related to Advisory Term

  • Primary Term The Primary Term for each item of the Equipment shall commence on the Lease Commencement Date provided for by the Rental Schedule for such Equipment, and unless sooner terminated pursuant to the provisions of this Lease, shall be for the number of calendar months set forth in such Rental Schedule, plus the number of days remaining in any partial calendar month if the Lease Commencement Date occurs on other than the first day of a month. Notwithstanding the foregoing, the provisions of this Master Lease on indemnification of Lessor by Lessee shall apply between Lessor and Lessee with respect to any Equipment from the time that any order for the Equipment is placed by Lessor.

  • ENGAGEMENT TERM The Placement Agent’s engagement hereunder will be until the earlier of (i) sixty (60) days and (ii) the Closing Date. The date of termination of this Agreement is referred to herein as the “Termination Date.” In the event, however, in the course of the Placement Agent’s performance of due diligence it deems it necessary to terminate the engagement with respect to itself, such Placement Agent may do so prior to the Termination Date. The Company may elect to terminate the engagement hereunder for any reason prior to the Termination Date but will remain responsible for fees and expenses pursuant to Section 3 hereof and fees with respect to the Securities if sold in the Placement. Notwithstanding anything to the contrary contained herein, the provisions concerning the Company’s obligation to pay any fees actually earned pursuant to Section 3 hereof, to pay expenses pursuant to Section 3 hereof, and the provisions concerning confidentiality, indemnification and contribution, and no fiduciary relationship and governing law (including the waiver of the right to trial by jury) contained herein will survive any expiration or termination of this Agreement. If this Agreement is terminated prior to the completion of the Placement, all fees and expenses due to the Placement Agent shall be paid by the Company to the Placement Agent on or before the Termination Date (in the event such fees are earned or owed as of the Termination Date). The Placement Agent agrees not to use any confidential information concerning the Company provided to such Placement Agent by the Company for any purposes other than those contemplated under this Agreement.

  • Consulting Period The Consulting Relationship will be deemed to have commenced on the Separation Date and will continue until October 15, 2023 unless the Consulting Relationship has already been terminated earlier pursuant to Section 3(g) below (the “Consulting Period”).

  • Agreement Term This Agreement commences on the Effective Date and continues until terminated in compliance with this Clause.

  • Service Term XOOM agrees to act as your exclusive natural gas supplier and will provide competitive retail natural gas service to you. The term of this Contract will begin when your local utility switches your account to XOOM and will continue on a month-to-month basis as set forth in the accompanying Product Sheet.

  • Services Term Unless otherwise agreed in writing, the Service that you order will start at the earlier of (a) your first use of the Service, (b) the date you purchased the Service, or (c) the start date contained in the Order Form, and, in each case, will end at the expiration of the Services Term unless sooner terminated as set forth below. Subscriptions automatically renew for successive terms of the same duration as the original Services Term, unless either party gives written notice to the other party of its intention not to renew at least thirty (30) days before the expiration of the applicable Services Term. Any Services that you order must be consumed during the applicable Services Term and any unused Services will expire.

  • Mandatory Termination In the event that a mandatory prepayment in full of the Advances is required by the Requisite Lenders pursuant to Section 2.06(b) (whether or not there are Advances outstanding), the Commitments of the Lenders shall immediately terminate.

  • Term of Agreement; Termination A. The term of this Agreement shall commence on the date hereof. B. This Agreement shall terminate at the Effective Time of the Merger or the earlier of (i) at any time prior to consummation of the Merger by the written consent of the parties hereto and (ii) termination of the Merger Agreement in accordance with its terms. Upon such termination, no party shall have any further obligations or liabilities hereunder; provided, however, such termination shall not relieve any party from liability for any willful breach of this Agreement prior to such termination.

  • Term of Employment; Termination ​ (a) The “Term of Employment” shall commence on the date hereof and shall continue until December 31, 2024; provided, that, should the Executive’s employment by the Company be earlier terminated pursuant to Section 3(b) or by the Executive pursuant to Section 3(c), the Term of Employment shall end on the date of such earlier termination. The Company may extend the Term of Employment by an additional twelve months (“Additional Term”) pursuant to formal action by the Compensation Committee of the Board of Directors at least 90 days prior to the scheduled expiration date of the Term of Employment, unless the Executive notifies the Company of his or her decision to decline any additional term before at least 120 days prior to the scheduled expiration date of the Term of Employment. ​ (b) Subject to the payments contemplated by Sections 3(f) through 3(i), the Term of Employment may be terminated at any time by the Company: ​ (i) upon the death of Executive; ​ (ii) in the event that because of physical or mental disability Executive is unable to perform, and does not perform, in the view of the Company and as certified in writing by a competent medical physician, his or her duties hereunder for a continuous period of three consecutive months or any sixty working days out of any consecutive six month period; ​ (iii) for Cause (as defined in Section 3(d)) or Material Breach (as defined in Section 3(e)); ​ (iv) upon the continuous poor or unacceptable performance of the Executive’s duties to the Companies (other than due to a physical or mental disability), which has remained uncured for a period of 90 days after delivery of notice by the Company to the Executive of such dissatisfaction with Executive’s performance, which notice shall describe in reasonable detail the areas of dissatisfaction; or (v) for any other reason or no reason, it being understood that no reason is required. ​ Executive acknowledges that no representations or promises have been made concerning the grounds for termination or the future operation of the Companies’ business, and that nothing contained herein or otherwise stated by or on behalf of any of the Companies modifies or amends the right of the Company to terminate Executive at any time, with or without Material Breach or Cause. Termination shall become effective upon the delivery by the Company to the Executive of notice specifying such termination and the reasons therefor (i.e., Section 3 (b)(i)-(v)), subject to the requirements for advance notice and an opportunity to cure provided in this Agreement, if and to the extent applicable. Notwithstanding anything to the contrary in this Agreement, for purposes of this Agreement, any reference to “termination,” as it relates to a termination of the Executive’s employment, shall refer to a termination of employment which constitutes a “separation from service” within the meaning of Section 409A of the Internal Revenue Code of 1986, as amended and the regulations promulgated thereunder (“Section 409A”). ​ (c) Subject to the payments contemplated by Section 3(f) and 3(i), the Term of Employment may be terminated at any time by the Executive: ​ (i) upon the death of Executive; ​ (ii) as a result of a material reduction in Executive’s authority, perquisites, position or responsibilities (other than such a reduction in perquisites which affects all of the Company’s senior executives on a substantially equal or proportionate basis), the relocation of the Company’s primary place of business or the relocation of Executive by any of the Companies to another office more than 75 miles from Boston, Massachusetts, or the Company’s willful, material violation of its obligations under this Agreement, in each case, after 60 days’ prior written notice to the Company and its Board of Directors and the Company’s failure thereafter to cure such reduction or violation; or ​ (iii) as a result of the Company’s willful and material violation of this Agreement, the Amended and Restated 2018 Long-Term Incentive Plan (the “Incentive Plan”), or any agreement between Executive and any of the Companies pertaining to awards made pursuant to the Incentive Plan or the Executive Incentive Compensation Plan, in each case as such agreements or plans may be amended from time to time. ​ (d) For the purposes of this Section 3, “Cause” shall mean any of the following:

  • Expiration of Employment Term (i) In the event Executive elects not to extend the Employment Term pursuant to Section 1 and Executive’s employment has not been earlier terminated pursuant to Sections 7(a), (b), (c), or (e), the Employment Term shall expire and Executive’s employment hereunder shall terminate as of the end of the day immediately preceding the commencement of a subsequent Renewal Term, and Executive shall be entitled to receive the Accrued Rights. Except as set forth in this Section 7(d)(i) and for any rights to indemnification and claims for liability insurance coverage under officer and director policies, Executive shall have no further rights to any compensation or any other benefits under this Agreement. (ii) In the event the Company elects not to extend the Employment Term pursuant to Section 1 and Executive’s employment has not been earlier terminated pursuant to Sections 7(a), (b), (c), or (e), the Employment Term shall expire and Executive’s employment hereunder shall terminate as of the end of the day immediately preceding the commencement of a subsequent Renewal Term, and Executive shall be entitled to receive the payments and benefits applicable to a termination of Executive’s employment without Cause pursuant to Section 7(c) or Section 7(e), as applicable. Except as set forth in this Section 7(d)(ii) and for any rights to indemnification and claims for liability insurance coverage under officer and director policies, Executive shall have no further rights to any compensation or any other benefits under this Agreement.

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