Background and Purpose. Executive was employed by the Company. Executive's employment is ending effective ____________ under the conditions described in Section 3.1 of the Executive Severance Agreement ("Agreement") by and between Executive and the Company dated ____________, 2012. The purpose of this Release is to settle, and the parties hereby settle, fully and finally, any and all claims the Releasing Parties may have against the Released Parties, whether asserted or not, known or unknown, including, but not limited to, claims arising out of or related to Executive's employment, any claim for reemployment, or any other claims whether asserted or not, known or unknown, past or future, that relate to Executive's employment, reemployment, or application for reemployment.
Background and Purpose. Executive was employed by Company. Executive's employment is ending effective _____________ under the conditions described in Section 3.1 of the Executive Severance Agreement ("Agreement"). The purpose of this Release is to settle, and the parties hereby settle, fully and finally, any and all claims Executive may have against Company, whether asserted or not, known or unknown, including, but not limited to, claims arising out of or related to Executive's employment, any claim for reemployment, or any other claims whether asserted or not, known or unknown, past or future, that relate to Executive's employment, reemployment, or application for reemployment.
Background and Purpose. (a) The BTC Recipients manage a variety of assets, such as bank collective funds, mutual funds, exchange-traded products and separate accounts.
(b) State Street specializes in performing for other companies the types of services encompassed by the Service Modules.
(c) The purpose of this Agreement is to establish the general terms and conditions applicable to State Street’s provision of certain investment administration, accounting, custody, transfer agency, and related information technology services to the BTC Recipients.
(d) Contemporaneous with or following the execution of this Agreement, one or more Service Modules will be executed between State Street and one or more BTC Recipients.
(e) Contemporaneous with the execution of this Agreement, State Street and BlackRock Institutional Trust Company, N.A. (“BTC”) will enter into certain license agreements and arrangements within a Service Module (the “License Agreements”), pursuant to which BTC, its Affiliates and certain third parties shall have the right to use certain Intellectual Property of State Street, subject to and in accordance with the terms and conditions set forth therein.
(f) State Street and certain BTC Recipients are parties to the agreements listed in Exhibit H hereto (the “Legacy Services Agreements”), pursuant to which State Street has provided certain Services, which Legacy Services Agreements State Street and such BTC Recipients desire to terminate in accordance with the terms hereof. Master Services Agreement 3 BTC | State Street CONFIDENTIAL
Background and Purpose. The Company and its affiliates desire to attract and retain the services of highly qualified individuals, such as Indemnitee, to serve as directors and officers of the Company and its affiliates and to indemnify its and its affiliates’ directors and officers so as to provide them with the maximum protection permitted by law. The Company and Indemnitee recognize the substantial increase in corporate litigation in general, subjecting directors and officers to expensive litigation risks at the same time that the availability and coverage of liability insurance has been limited. Accordingly, the Company has determined that it is reasonable, prudent and necessary for the Company, on its own behalf and on behalf of its affiliates, to obligate itself contractually to indemnify its and its affiliates’ directors and certain of its and its affiliates’ officers to the fullest extent permitted by applicable law so that they will serve and continue to serve the Company and its affiliates free from undue concern that they will not be so indemnified. Indemnitee is willing to serve, continue to serve and to take on additional service for or on behalf of the Company and its affiliates on the condition that Indemnitee is so indemnified.
Background and Purpose. A. ACEP-ALE is a voluntary conservation program that establishes specific parameters for NRCS to work with and provide ACEP-ALE cost-share assistance to eligible entities for the purchase of an agricultural land easement on eligible land from eligible landowners (Grantors) and for NRCS personnel to conduct technical assistance activities to implement the program. The purpose of this PROGRAM AGREEMENT is to establish the framework by which NRCS and ENTITY may implement the activities necessary to acquire agricultural land easements and ensure the long-term protection of the natural resources and agricultural nature of the lands under easement with ACEP-ALE assistance. The term “Parties” as used herein refers collectively to NRCS and ENTITY.
B. ENTITY has submitted an entity application for NRCS program assistance through ACEP-ALE and has been determined by NRCS to meet the statutory and regulatory requirements to participate in ACEP-ALE as an “eligible entity.” ENTITY will carry out activities specified in this PROGRAM AGREEMENT by working with NRCS and eligible landowners to acquire agricultural land easements on lands determined by NRCS to be eligible for ACEP-ALE. The land on which an agricultural land easement may be acquired is herein referred to collectively as “Parcels” or individually as “Parcel.”
C. The Parties agree that the principal purpose of this PROGRAM AGREEMENT is to identify, describe, and document the Parties’ acknowledgement and agreement of—
1. The roles and responsibilities of the NRCS and ENTITY related to the acquisition and long-term stewardship of agricultural land easements.
2. The requirements and limitations for providing and receiving ACEP-ALE financial assistance funds (cost-share) and technical assistance services.
3. The procedures for executing and administering individual “ACEP-ALE Parcel Cost-Share Contracts” through which NRCS may provide ACEP-ALE cost-share assistance to ENTITY for the purchase of an agricultural land easement on an individual Parcel.
4. The list of eligible entities that are party to this PROGRAM AGREEMENT and the designation of the eligible entities that will individually or collectively be party to individual ACEP-ALE Parcel Cost-Share Contracts entered into pursuant to this PROGRAM AGREEMENT.
5. The list of potential easement co-holders or third-party right holders that may be identified in an individual ACEP-ALE Parcel Cost-Share Contract and the associated agricultural land easement deed and the r...
Background and Purpose. Executive was employed by Company. Executive's employment is ending effective __________ [following a Change in Control as defined in Section 8.3 ("Change in Control") of Amended Executive Severance Agreement ("Agreement")]. Executive has elected pursuant to the terms of Section 3.3 of the [Amended Executive Severance Agreement ("Agreement")/Agreement] to receive [50 percent of target/the applicable prorated amount] of Executive's annual cash incentive and elected pursuant to Section 3.4 of the Agreement to [receive $12,500 (less proper withholding) in lieu of outplacement services/have payments up to $12,500 paid directly to a third party outplacement firm.] [Pursuant to Section 4.3 of the Agreement, Merix shall pay [the cash equivalent not exceeding $5,000 (less proper withholding) of] the cost and expense of maintaining a life insurance policy for the Executive's benefit for 18 months.] The purpose of this Release is to settle, and the parties hereby settle, fully and finally, any and all claims Executive may have against Company, whether asserted or not, known or unknown, including, but not limited to, claims arising out of or related to Executive's employment, any claim for reemployment, or any other claims whether asserted or not, known or unknown, past or future, that relate to Executive's employment, reemployment, or application for reemployment.
Background and Purpose. The adsorption of chemicals to sediments and soils is an important process that affects a chemical’s dis- tribution in the environment. If a chemical is adsorbed to soil particles, it will remain on the soil surface and will not reach ground water. If a chem- ical is not adsorbed, it will xxxxx through the soil profile and may reach ground waters and then surface waters. Similarly, if a chemical adsorbed to sediment, it will accumulate in the bed and suspended load of aquatic systems. If a chemical is not adsorbed to sedi- ment, it will accumulate in the water column of aquatic systems. Informa- tion on the adsorption potential is needed under certain circumstances to assess the transport of chemicals in the environment. This section describes procedures that will enable sponsors to determine the adsorption isotherm of a chemical on sediments and soils.
Background and Purpose. The purpose of this Agreement is to document the rights and obligations of the Parties pursuant to the Family Educational Rights and Privacy Act (FERPA), 20 U.S.C. § 1232g and its implementing regulations, 34 C.F.R. Part 99, in order to protect the privacy of students’ education records and afford parents and eligible students (i.e., students who are 18 years of age or older or attend an institution of postsecondary education) the right to access student records.
Background and Purpose. Volatilization, the evapo- rative loss of a chemical, depends upon the vapor pressure of chemical and on environmental conditions which influ- ence diffusion from a surface. Vola- tilization is an important source of ma- terial for airborne transport and may lead to the distribution of a chemical over wide areas and into bodies of water far from the site of release. Vapor pressure values provide indica- tions of the tendency of pure sub- stances to vaporize in an unperturbed situation, and thus provide a method for ranking the relative volatilities of chemicals. Vapor pressure data com- bined with water solubility data permit the calculation of Xxxxx’x law con- stant, a parameter essential to the cal- culation of volatility from water.
Background and Purpose. Water is one of the most widely distributed substances in the environment. It covers a large portion of the earth’s surface as oceans, rivers, and lakes. The soil also contains water, as does the atmosphere in the form of water vapor. As a result of this ubiq- uitousness, chemicals introduced into the environment almost always come into contact with aqueous media. Cer- tain classes of these chemicals, upon such contact, can undergo hydrolysis, which is one of the most common reac- tions controlling chemical stability and is, therefore, one of the main chemical degradation paths of these substances in the environment.
