Consultant Engagement Sample Clauses

Consultant Engagement. Borrowers shall continue to engage the Berkeley Research Group as a consultant at all times as required by Agent.
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Consultant Engagement. The Borrower hereby consents to the engagement by Mayer, Brown, Xxxx & Maw of FTI Xxxxxxxx & Xxxxx (the "Consultant") to perform, among other things, consulting services as directed by Mayer, Brown, Xxxx & Maw, in consultation with the Syndication Agent. The Borrower hereby agrees (i) to pay all reasonable fees and reasonable out-of-pocket expenses owed to the Consultant for providing such services promptly following receipt of invoices from the Consultant and (ii) to cooperate fully with the Consultant in the discharge of its duties to Mayer, Brown, Xxxx & Maw, including providing information to the Consultant and allowing the Consultant to have access to the Borrower's and its U.S. Subsidiaries management (at reasonable times during regular business hours and with reasonable prior written notice (which may include notice by electronic mail or facsimile transmission)) and the properties of the Borrower and its U.S.
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Consultant Engagement. The Company will engage Employee as an independent contractor pursuant to the terms of the consulting agreement attached hereto as Exhibit A (the “Consulting Agreement”).
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Consultant Engagement. Each of the parties hereto hereby acknowledges that Borrower has informed the Administrative Agent that Borrower has engaged Xxxx Xxxxxx & Associates (“Xxxxxx”) to review and validate, among other things, the information described in Sections 2 and 3 above. Borrower further covenants and agrees that, (a) promptly following receipt thereof, Borrower shall deliver to the Administrative Agent, true, complete and correct copies of all reports or other documentation prepared by Xxxxxx and delivered to Borrower and (b) Administrative Agent shall be free to communicate with Xxxxxx at all such times and with respect to all such matters as Administrative Agent shall deem appropriate in its sole discretion. Each of the parties hereto hereby agrees that the failure of Borrower to satisfy the provisions of this Section 4 shall constitute an Event of Default under the Loan Agreement.
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Consultant Engagement. Within fifteen (15) days of the Closing, the Company shall engage one or more investor relations (“IR”) firm(s) upon terms constant with prior engagements between the Company and IR firms.
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Consultant Engagement. 1. Maxim shall engage a Consultant that possesses the qualifications set forth in Paragraph B, below, to perform the Compliance Review described in Paragraph C, below, and issue the Compliance Review Report described in Paragraph D, below. The Consultant shall conduct the review in a professionally independent and objective fashion, as set forth in Paragraph E. Within 30 days after OIG receives the information identified in Section V.B.9 of the CIA or any additional information submitted by Maxim in response to a request by OIG, whichever is later, OIG will notify Maxim if the Consultant is unacceptable. Absent notification from OIG that the Consultant is unacceptable, Maxim may continue to engage the Consultant. 2. If Maxim engages a new Consultant during the term of the CIA, this Consultant shall also meet the requirements of this Appendix. If a new Consultant is engaged, Maxim shall submit the information identified in Section V.B.9 of the CIA to OIG within 30 days of engagement of the Consultant. Within 30 days after OIG receives this information or any additional information submitted by Maxim at the request of OIG, whichever is later, OIG will notify Maxim if the Consultant is unacceptable. Absent notification from OIG that the Consultant is unacceptable, Maxim may continue to engage the Consultant. Maxim must make available to the new Consultant the prior Consultant’s reports and the Monitor’s reports.
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Consultant Engagement. ADVENTRX agrees to engage Employee, and Employee agrees to provide services, as an independent contractor consultant for the period set forth in the Consulting Agreement (“Consulting Period”). During the Consulting Period, Employee will provide services in accordance with the Consulting Agreement.
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Consultant Engagement. Provide written evidence to Agent that a consultant, selected by Borrower but reasonably acceptable to Agent, has been engaged within ten (10) days after the date of receipt by Borrower of written notice from Agent that (i) Borrower has failed to meet and satisfy any of the scheduled paid downs and reductions in the outstanding Over-Formula Advances as required by Section 2.1(c) hereof, or (ii) Borrower has failed to maintain a Fixed Charge Coverage Ratio as required by Section 6.5 hereof (as amended by Amendment No. 6 to this Agreement). Failure of Borrower to timely engage a consultant in accordance with the foregoing (a) shall constitute an Event of Default hereunder, and (b) shall authorize Agent, immediately and without further notice to Borrower, to retain a consultant at the expense of Borrower. Borrower acknowledges and agrees that its engagement of a consultant in accordance with the foregoing shall not be deemed a waiver of any Event of Default that shall occur as a result of Borrower’s violations of this Agreement as described in clauses “(i)” and “(ii)” of this Section 6.10.
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Consultant Engagement 
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Related to Consultant Engagement

  • IRO Engagement 1. Indivior shall engage an IRO that possesses the qualifications set forth in Paragraph B, below, to perform the responsibilities in Paragraph C, below. The IRO shall conduct the review in a professionally independent and objective fashion, as set forth in Paragraph E. Within 30 days after OIG receives the information identified in Section V.A.9 of the CIA or any additional information submitted by Indivior in response to a request by OIG, whichever is later, OIG will notify Indivior if the IRO is unacceptable. Absent notification from OIG that the IRO is unacceptable, Indivior may continue to engage the IRO. 2. If Indivior engages a new IRO during the term of the CIA, that IRO must also meet the requirements of this Appendix. If a new IRO is engaged, Indivior shall submit the information identified in Section V.A.9 of the CIA to OIG within 30 days of engagement of the IRO. Within 30 days after OIG receives this information or any additional information submitted by Indivior at the request of OIG, whichever is later, OIG will notify Indivior if the IRO is unacceptable. Absent notification from OIG that the IRO is unacceptable, Indivior may continue to engage the IRO.

  • Engagement of Consultant The Company hereby engages Consultant to ------------------------- assist the Company in programming services.

  • Engagement of Services Consultant shall perform the services described on Exhibit A attached hereto (the “Services”) for the Company to the best of Consultant’s ability. The Company selected Consultant to perform services for it based upon the Company receiving Consultant’s personal services. Consultant therefore may not subcontract or otherwise delegate its obligations under this Agreement without the Company’s prior written consent. Consultant shall provide the Services in a professional manner and in a manner reasonably satisfactory to the Company.

  • Engagement of Contractor Subject to the terms and conditions of this Agreement, CDS engages Contractor to provide services specified in Section 1.2. Contractor hereby accepts this engagement by CDS with respect to such matters and for such compensation and terms as provided herein.

  • Consultant Consultant agrees to indemnify, defend, and shall hold harmless Client, its directors, employees and agents, and defend any action brought against same with respect to any claim, demand, cause of action, debt or liability, including reasonable attorneys' fees, to the extent that such an action arises out of the gross negligence or willful misconduct of Consultant.

  • Consulting If the Executive agrees to the provisions of Section 14(e) above, then the Executive shall have the obligation to provide consulting services to the Company as an independent contractor, commencing on the Date of Termination and ending on the second anniversary of the Date of Termination (the “Consulting Period”). The Executive shall hold himself available at reasonable times and on reasonable notice to render such consulting services as may be so assigned to him by the Board or the Company’s then Chief Executive Officer; provided, however, that unless the parties otherwise agree, the consulting services rendered by the Executive during the Consulting Period shall not exceed twenty (20) hours each month; and, provided, further, that the consulting services rendered by the Executive during the Consulting Period shall in no event exceed twenty percent (20%) of the average level of services performed by the Executive for the Company over the thirty-six (36) month period immediately preceding the Executive’s Separation from Service (or the full period of services to the Company, if the Executive has been providing services to the Company for less than thirty-six (36) months). The Company agrees to use its best efforts during the Consulting Period to secure the benefit of the Executive’s consulting services so as to minimize the interference with the Executive’s other activities, including requiring the performance of consulting services at the Company’s offices only when such services may not be reasonably performed off-site by the Executive.

  • Consultant Services 3.1.1 The A/E may provide a portion of the Services through one or more Consultants, provided, however, that the A/E shall remain responsible for all of the A/E’s duties and obligations under this Agreement. 3.1.2 By appropriate written agreement, the A/E shall require each Consultant, to the extent of the Consultant’s portion of the Services, to be bound to the A/E by the terms of this Agreement, and to assume toward the A/E all of the obligations and responsibilities that the A/E assumes toward the Contracting Authority and Owner. 3.1.2.1 The A/E shall not retain any Consultant on terms inconsistent with this Agreement. 3.1.2.2 All agreements between the A/E and a Consultant shall identify the Contracting Authority and Owner as the agreement’s intended third-party beneficiaries. 3.1.2.3 Upon the request of the Contracting Authority or Owner, the A/E shall submit to the Contracting Authority and Owner a copy of the agreement between the A/E and each Consultant. 3.1.3 The A/E shall obtain the Contracting Authority’s written approval before engaging any Consultant not named in the Agreement. The A/E shall not employ any Consultant against whom the Contracting Authority has a reasonable objection. The Contracting Authority’s approval or disapproval of any Consultant, however, will not relieve the A/E of the A/E’s full responsibility for performance of the Services. 3.1.4 The A/E shall not remove any Consultant from the Project or reduce the extent of any Consultant’s participation in providing the Services without the Contracting Authority’s prior written consent. The A/E shall not permit any Consultant to replace any previously identified team member except with the Contracting Authority’s prior written consent unless the Consultant ceases to employ that person. On notice from the Contracting Authority, the A/E shall immediately and permanently remove from the Project any Consultant or person under a Consultant’s control whose performance is not satisfactory to the Contracting Authority. 3.1.5 The Contracting Authority may communicate with any Consultant either through the A/E or directly with the Consultant, but the Contracting Authority may not modify the agreement between the A/E and any Consultant. The Contracting Authority will advise the A/E with reasonable promptness of direct communication with any Consultant. 3.1.6 The A/E hereby assigns to the Contracting Authority each Consultant’s agreement provided that the assignment is effective only after the Contracting Authority terminates this Agreement in whole or in part and only for those agreements that the Contracting Authority accepts by notifying the Consultant and A/E in writing. The Contracting Authority may re-assign accepted agreements. 3.1.6.1 If the Contracting Authority terminates this Agreement in part, the Contracting Authority may (1) take assignment of any entire Consultant’s agreement affected by the termination or (2) take partial assignment of only the portion of any Consultant’s agreement associated with the terminated part of this Agreement.

  • Engagement The Company hereby engages the Consultant, and the Consultant accepts engagement by the Company, upon the terms and conditions set forth in this Agreement.

  • Consulting Teachers 14.3.1 A Consulting Teacher provides assistance to a Participating Teacher pursuant to the PAR program. The qualifications for the Consulting Teacher shall be set forth in the Rules and Procedures, with the minimum qualifications: (a) Must be a permanent, credentialed, bargaining unit member. (b) Must have successfully taught in the Murrieta Valley Unified School District or three of the last five years, spending at least fifty percent of a full-time position providing instruction to students. (c) With Association Representative Council approval, the minimum number of years in Article 13.3.1.b may be changed from three to two. Request must be in writing. (x) Xxxxx demonstrate exemplary teaching abilities, as indicated by effective communication skills, extensive knowledge and mastery of subject matter, and mastery of a range of teaching strategies necessary to meet the needs of pupils in different contexts. 14.3.2 Each applicant for the position of Consulting Teacher shall be required to submit a) From a site principal or other school district administrator and, b) From an Association member. 14.3.3 Consulting Teachers shall be selected and submitted for approval to the Governing Board by five (5) affirmative votes of the Joint Committee following classroom observations by the committee members. 14.3.4 A Consulting Teacher shall be provided necessary release time as approved by the Joint Committee. 14.3.5 A Consulting Teacher who has been selected to fill an administrative position within the District may not continue to serve as a Consulting Teacher. 14.3.6 The Joint Committee will monitor and evaluate the effectiveness of the Consulting Teachers and make decisions regarding their continuation in the program. The Joint Committee may remove a Consulting Teacher from the position at any time because of the specific needs of the PAR Program, unsatisfactory performance of the Consulting Teacher, or for other reasons which serve the PAR Program's best interest. Prior to the effective date of such removal, the Joint Committee will meet with the Consulting Teacher. 14.3.7 Consulting Teachers shall assist Participating Teachers by demonstrating, observing, coaching, conferencing, in-servicing, referring, or by any other activities which, in their professional judgement, will assist the Participating Teacher. 14.3.8 The Consulting Teacher shall meet with the Referred Participating Teacher to discuss the PAR program, establish mutually agreed upon performance goals, develop the improvement plan, and develop a process for determining successful completion of the plan. The Consulting Teacher shall conduct multiple observations of the Referred Participating Teacher's performance with students, and shall meet with the Participating Teacher to review and discuss observations. 14.3.9 The Referred Participating Teacher shall be entitled to review all reports generated by the Consulting Teacher prior to their submission to the Joint Committee and to have affixed thereto his/her comments. To effectuate this right, the Consulting Teacher shall provide the Participating Teacher being reviewed with copies of such reports at least ten (10) working days prior to any such meeting. 14.3.10 The Consulting Teacher shall monitor the progress of the Referred Participating Teacher and provide periodic written reports to the Referred Participating Teacher for discussion and review, prior to sending periodic written reports to the Joint Committee. 14.3.11 The Consulting Teacher shall provide assistance, not to exceed one school year, to the Referred Teacher until he/she concludes that the teaching performance of the Referred Teacher is satisfactory, or that further assistance will not be productive. The Joint Committee may offer assistance beyond the one-year period. A copy of the Consulting Teacher's Final Report shall be submitted to and discussed with the Referred Participating Teacher to receive his/her input before it is submitted to the Joint Committee. The Referred Participating Teacher shall sign the report to indicate that he/she received a copy. The Referred Participating Teacher shall have the right to submit a written response that shall be attached to the Consulting Teacher's report, within ten (10) working days. The Referred Participating Teacher shall also have the right to request and meet with the Joint Committee to discuss the Consulting Teacher's report accompanied by an Association representative. 14.3.12 The results of the Referred Participating Teacher's participation in the PAR program shall be made available for placement in his/her personnel file, and may be used in the evaluation of the Referred Participating Teacher. 14.3.13 Upon the completion of the contracted term of service as a Consulting Teacher, if the Consulting Teacher were released from regular classroom duties, he/she shall be returned 14.3.14 The District shall defend and hold harmless individual members of the Joint Committee and Consulting Teachers from any lawsuit or claim arising out of the performance of their duties under this Program. The Association retains the right to participate in the litigation. 14.3.15 Consulting Teachers, Support Providers, and teacher members of the Joint Committee shall not be considered management or supervisory employees as defined in the Educational Employment Relations Act, and shall retain their status as bargaining unit members.

  • Consultants’ Services All consultants’ services required for the Project and to be financed out of the proceeds of the Financing shall be procured in accordance with the requirements set forth or referred to in Sections I and IV of the Consultant Guidelines, and with the provisions of this Section.

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