Allocation of Compensation. Without prejudice to the Seller’s other rights and remedies under this Agreement or under any Applicable Law:
(a) the Purchaser agrees to pay Compensation to the Seller on any and all overdue Instalments (and on all other overdue monies payable by the Purchaser under this Agreement) from the respective Instalment Payment Date (or the day such payment became due for payment) until the actual date full payment is received by the Seller (or into the Escrow Account) as cleared funds. The Purchaser agrees that any funds received by the Seller from the Purchaser will be allocated first in the discharge of any Compensation, then towards any and all other monies due under this Agreement, and then towards payment of the Purchase Price and the Purchasers acknowledges that the Seller reserves the right to allocate such sums towards the payment of Compensation and/or any other monies due in the order the Seller choose and at the Seller’s sole discretion; and
(b) the Purchaser indemnifies, keeps indemnified and holds the Seller harmless from and against any and all costs whatsoever, including lawyers’ fees, agents’ fees, collection fees and commissions, expenses, administration costs and other charges, that may be incurred by the Seller in the recovery of any monies owed by the Purchaser pursuant to this Agreement. DRAFT
Allocation of Compensation. The parties agree that 80% of Employee's base annual compensation, cash bonus and stock bonus shall be deemed to be compensation for services rendered and 20% thereof shall be compensation for the covenant not to compete set forth in Section 4 hereof.
Allocation of Compensation. In order to ensure that the persons providing services under this Agreement are properly incentivized, ZelnickMedia covenants and agrees that the aggregate compensation payable to ZelnickMedia or any person providing services on its behalf hereunder (whether in the form of Management Fee, Annual Bonus or Equity Awards) shall only be paid, payable or otherwise conveyed (directly or indirectly), whether by the Company, ZelnickMedia or otherwise, such that (A) no more than 60% of such aggregate compensation shall be received by or conveyed to Xx. Xxxxxxx (or such other employee of ZelnickMedia that serves as Executive Chairman and Chief Executive Officer of the Company in accordance with Section 3(ii)) and (B) no more than 40% of such aggregate compensation shall be received by or conveyed to Xx. Xxxxxxx (or such other employee of ZelnickMedia that serves as President of the Company in accordance with Section 3(ii)).
Allocation of Compensation. If there is any damage or destruction or condemnation or taking, as above set forth, and if (a) the resulting reduction in the value of the Property is less than Five Hundred Thousand Dollars ($500,000), or (b) Buyer elects not to terminate this Agreement as provided above, then Buyer shall pay the Purchase Price in full at the Closing and the Property shall belong to Buyer, provided that (i) in the case of a taking, all condemnation proceeds paid or payable to Seller shall be paid or assigned to Buyer at the Closing; or (ii) in the case of a casualty, Seller shall assign to Buyer all rights to any insurance proceeds paid or payable under the applicable insurance policies. In no event shall Seller have any obligation to restore any damage to the Property caused by or arising from a condemnation or casualty event, nor shall Buyer have the right to terminate this Agreement as a result thereof other than as provided in Section 9.1 above.
Allocation of Compensation. Landlord shall be entitled to any and all compensation, damages, income, rent, awards, or any interest therein whatsoever which may be paid in connection with any Condemnation. Without limiting the generality of the foregoing, Tenant agrees that it shall have no claim against Landlord or the Condemnor for the value of any unexpired portion of the Term or for the value of any Premises Improvements, and Tenant hereby assigns all such claims to Landlord. Notwithstanding the foregoing, Tenant shall be entitled to make a separate claim directly to the Condemnor for Tenant’s relocation expenses and for any loss of or damage to Tenant’s Property, provided Landlord’s recovery for such Condemnation is not thereby diminished.
Allocation of Compensation. The following compensation has been allocated to your work for OpCo:
Allocation of Compensation. Bank and Company shall apportion any payments or benefits paid to Executive pursuant to this Agreement among themselves as they may agree from time to time in proportion to services actually rendered by Executive for such entity; provided, however, that they must satisfy in full all such obligations in a timely manner as set forth in this Agreement regardless of any agreed-upon apportionment. Executive’s receipt of satisfaction in full of any such obligation from Company or Bank shall extinguish the obligations of the other with respect to such obligation.
Allocation of Compensation. If there is any casualty or taking as above set forth and if (a) the casualty or condemnation involves less than $500,000 for insured casualties, or $250,000 for uninsured casualties, or (b) Buyer elects not to terminate this Agreement as provided above, then (1) in the case of condemnation, all eminent domain proceeds paid or payable to Seller shall belong to Buyer and shall be paid over and assigned to Buyer at Closing; and (2) in the case of a casualty, Seller shall assign to Buyer all rights to any insurance proceeds paid or payable under the applicable insurance policy(ies) and shall credit Buyer at Closing in an amount equal to any insurance deductible attributable to such casualty. In no event shall Seller have any obligation to restore any damage to or loss of the Real Property caused by or arising from casualty or condemnation, nor shall Buyer have the right to terminate this Agreement in such a case except as set forth in Section 10.1 hereof.
Allocation of Compensation. The Bank and the Company shall be jointly responsible for the consideration provided to Executive pursuant to this Section 3 subject to such allocation between the two as Employer deems appropriate.
Allocation of Compensation. Landlord shall be entitled to any and all compensation, damages, income, rent, awards, or any interest therein whatsoever which may be paid or made in connection with any Condemnation, and Tenant shall have no claim against Landlord for the value of any unexpired term of this Lease or otherwise; provided, however, that Tenant shall be entitled to receive any award separately allocated by the condemning authority to Tenant for Tenant’s relocation expenses or the value of Tenant’s Property (specifically excluding fixtures, Alterations and other components of the Premises which under this Lease or by law are or at the expiration of the Term will become the property of Landlord), provided that such award does not reduce any award otherwise allocable or payable to Landlord.
