Canadian Participants Sample Clauses

Canadian Participants. Notwithstanding the other provisions of this Article VIII, it is the intention of the Parties that the adjustments to Parent Awards contemplated by this Article VIII be completed on a tax-neutral basis under the provisions of the ITA, to the extent applicable. This being the case, notwithstanding anything to the contrary in Section 8.02, a particular Parent Award may be further adjusted in the manner set forth in this Section 8.07 if the Parent Award is (i) subject to the provisions of subsection 7(1) of the ITA, and (ii) held by an individual that is a resident of Canada for purposes of the ITA, or is held by an individual who is not a resident of Canada for purposes of the ITA and who was granted the Parent Award in respect of, in the course of, or by virtue of duties of any office or employment performed in Canada (each, a “Canadian Participant”). In no event shall the In-the-Money Amount (as defined in the Plan of Arrangement) of an Adjusted Parent Award and/or SpinCo Award, as applicable, provided to a Canadian Participant pursuant to Section 8.02 (as determined immediately following the time of such adjustments described in Sections 8.02) exceed the In-the-Money Amount of the corresponding Parent Award immediately prior to such adjustments, as determined on a Parent Award-by-Parent Award basis. Accordingly, and in furtherance of the foregoing, with respect to any Parent Award held by a Canadian Participant that is outstanding as of immediately prior to the Distribution Date, in the event that the aggregate In-the-Money- Amount of the applicable Adjusted Parent Award and/or SpinCo Award provided to such Canadian Participant pursuant to Section 8.02 (as determined immediately after such adjustments), as applicable, exceeds the aggregate In-the-Money Amount of such corresponding Parent Award (as determined immediately prior to such adjustments), then the Parent Board (or an applicable committee thereof) and the SpinCo Board (or any applicable committee thereof) shall cooperate and agree to a further adjustment in the number of Parent Shares underlying the applicable Adjusted Parent Award and/or the number of Resulting Entity Common Shares underlying the applicable SpinCo Award (or any combination thereof), as applicable, in each case in order to ensure that any such excess in the In-the-Money Amount is reduced to nil, and the Parent Board (or any applicable committee thereof) and/or the SpinCo Board (or any applicable committee thereof), as applicable, ...
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Related to Canadian Participants

  • Eligible Participants Families and individuals experiencing homelessness. For the purposes of the Program, families and individuals are considered to be homeless only when he/she/they lack(s) a fixed, regular and adequate nighttime residence and reside(s) in a place not meant for human habitation, such as cars, parks, sidewalks, abandoned buildings, motels, or other shelters, or for reference as further defined in 24 CFR Part 578.3 and 576.2.

  • Canadian Pension Plans The Loan Parties shall not (a) contribute to or assume an obligation to contribute to any Canadian Defined Benefit Plan, without the prior written consent of the Administrative Agent, or (b) acquire an interest in any Person if such Person sponsors, administers, maintains or contributes to or has any liability in respect of any Canadian Defined Benefit Plan, or at any time in the five-year period preceding such acquisition has sponsored, administered, maintained, or contributed to a Canadian Defined Benefit Plan, without the prior written consent of the Administrative Agent.

  • Participants The Lender and its participants, if any, are not partners or joint venturers, and the Lender shall not have any liability or responsibility for any obligation, act or omission of any of its participants. All rights and powers specifically conferred upon the Lender may be transferred or delegated to any of the Lender's participants, successors or assigns.

  • Participation in Retirement, Medical and Other Plans The Executive shall participate in any plan that the Company maintains for the benefit of its employees if the plan relates to (i) pension, profit-sharing, or other retirement benefits, (ii) medical insurance or the reimbursement of medical or dependent care expenses, or (iii) other group benefits, including disability and life insurance plans.

  • Rights of Participants Any participant in a Lender's interests hereunder may assert any claim for yield protection under Section 4.03 that it could have asserted if it were a Lender hereunder. If such a claim is asserted by any such participant, it shall be entitled to receive such compensation from the Borrower as a Lender would receive in like circumstances; provided, however, that with respect to any such claim, the Borrower shall have no greater liability to the Lender and its participant, in the aggregate, than it would have had to the Lender alone had no such participation interest been created.

  • Participation in Retirement and Employee Benefit Plans The Employee shall be entitled to participate in all plans relating to pension, thrift, profit-sharing, group life and disability insurance, medical and dental coverage, education, cash bonuses, and other retirement or employee benefits or combinations thereof, in which the Bank's executive officers participate.

  • Multiple Individual Retirement Accounts In the event the depositor maintains more than one Individual Retirement Account (as defined in Section 408(a)) and elects to satisfy his or her minimum distribution requirements described in Article IV above by making a distribution from another individual retirement account in accordance with Item 6 thereof, the depositor shall be deemed to have elected to calculate the amount of his or her minimum distribution under this custodial account in the same manner as under the Individual Retirement Account from which the distribution is made.

  • Participation in Plans Notwithstanding any other provision of this Agreement, the Executive shall have the right to participate in any and all of the plans or programs made available by the Company (or it subsidiaries, divisions or affiliates) to, or for the benefit of, executives (including the annual stock option and restricted stock grant programs) or employees in general, on a basis consistent with other senior executives.

  • Committee Participation 9.01 Except as otherwise provided in this Collective Agreement, an Employee (or the Employee’s alternate) who is a member and attends meetings of a committee established by the Employer, shall be paid at the Employee’s Basic Rate of Pay for attendance at such meetings. Such participation shall be voluntary.

  • Participant See Section 7(a) hereof.

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