Duties and Terms. This present revocable sublease is agreed upon and granted pursuant to the usual covenants and terms as well as those set forth below which BIOSPHERE MEDICAL agrees to carry out and accomplish, to wit:
Duties and Terms
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Employment Duties and Term (a) Company hereby employs Employee as the Chief Marketing Officer, and Employee hereby accepts such employment with Company on the terms and conditions set forth in this Agreement. In such capacity, Employee shall perform the duties appropriate to such office or position, and such other duties and responsibilities as are assigned to him from time to time by the Board of Directors of Company (the “Board”) or the President and CEO of the Company. During the term of his/her employment with Company, Employee shall devote his/her full working time and best efforts to the performance of his/her duties under this Agreement for and on behalf of Company, and shall not work for anyone else without the express written consent of Company or engage in any activity in competition with or detrimental to Company or any affiliate of Company. Employee shall follow in all material respects all rules, policies and programs adopted from time to time by the Company and applicable to Employee. (b) This Agreement shall commence on the Effective Date and end when it is terminated in accordance with Paragraph 3 of this Agreement (the “Termination Date”). The period from the Effective Date to the Termination Date shall be referred to in this Agreement as the “Term.” (c) Employee’s services shall be performed from a home-based office, which is presently in Portland, Oregon, but it is expected that the Employee will work from the Company corporate headquarters on a frequent basis.
PRICES AND TERMS Price Structure Standard Product: all Participating Consumers are enrolled in this option unless they opt out. This product includes the statutory mix plus voluntary RECs to bring total mix to % Green. Optional Greener Products: to enroll in this option participant must affirmatively opt in. This product includes the statutory mix plus voluntary RECs equal to % of the load plus RECs to bring total mix to % Green Optional Least Expensive Product: to enroll in this option participant must affirmatively opt in. This product includes the statutory mix, no additional voluntary RECs. Terms for System Supply Service Renewable Energy in System Supply:
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Duties and Title Employee’s title shall be that of Executive Vice President, Secretary and Chief Financial Officer. Employee shall have such powers and perform such duties as are customarily performed by an Executive Vice President, Secretary and Chief Financial Officer, including, but not limited to, overall responsibility for and authority over finance and accounting, and serving as principal financial officer of the Company. Employee shall report to the Chief Executive Officer of the Company. Employee shall perform his duties to the best of his abilities and shall devote substantially all of his working time to such duties.
Terms and Termination (a) Either party may terminate this Agreement without cause on or after July 31, 2002 by giving 180 days written notice to the other party; (b) Either party may terminate this Agreement if the other party has materially breached the Agreement by giving the defaulting party 30 days written notice and the defaulting party has failed to cure the breach within 60 days thereafter; and (c) Any written notice of termination shall specify the date of termination. The Fund shall provide notice of the successor transfer agent within 30 days of the termination date. Upon termination, FDISG will deliver to such successor a certified list of shareholders of the Fund (with names, addresses and taxpayer identification of Social Security numbers and such other federal tax information as FDISG may be required to maintain), an historical record of the account of each shareholder and the status thereof, and all other relevant books, records, correspondence, and other data established or maintained by the books, records, correspondence, and other data established or maintained by FDISG under this Agreement in the form reasonably acceptable to the Fund, and will cooperate in the transfer of such duties and responsibilities, including provisions for assistance from FDISG's personnel in the establishment of books, records and other data by such successor or successors. FDISG shall be entitled to its out-of-pocket expenses set forth in Schedule C incurred in the delivery of such records net of the fees owed to FDISG for the last month of service if this Agreement is terminated pursuant to paragraph (b) immediately above. (d) If a majority of the non-interested trustees of any of the Funds determines, in the exercise of their fiduciary duties and pursuant to their reasonable business judgement after consultation with Eaton Vance Management, that the perxxxxxxxx xf FDISG has been unsatisfactory or adverse to the interests of shareholders of any Fund or Funds or that the terms of the Agreement are no longer consistent with publicly available industry standards, then the Fund or Funds shall give written notice to FDISG of such determination and FDISG shall have 60 days (or such longer period if the non-interested Trustees so determine) to (1) correct such performance to the satisfaction of the non-interested trustees or (2) renegotiate terms which are satisfactory to the non-interested trustees of the Funds. If the conditions of the preceding sentence are not met then the Fund or Funds may terminate this Agreement on sixty (60) days written notice provided, however, that the provisions of Paragraph 11(c) shall remain outstanding for an additional 30 days if necessary to transfer records to a successor transfer agent. (e) If the Board of Trustees hereafter establishes and designates a new Fund, FDISG agrees that it will act as transfer agent and shareholder servicing agent for such new Fund in accordance with the terms set forth herein. The Trustees shall cause a written notice to be sent to FDISG to the effect that it has established a new Fund and that it appoints FDISG as transfer agent and shareholder servicing agent for the new Fund. Such written notice must be received by FDISG in a reasonable period of time prior to the commencement of operations of the new Fund to allow FDISG, in the ordinary course of its business, to prepare to perform its duties.
Scope of Services and Term Subject to the provisions for early termination as set forth herein, the Contractor agrees that it will perform the Services enumerated in the scope of services attached hereto as Exhibit A and incorporated herein by reference (the “Scope of Services”) for a term of five years (5) beginning , 2023 through , 2028 (the “Term”). The Authority in its sole discretion may extend the Agreement for two (2) additional one-year periods, for a potential maximum term of *** (**) years. The Authority will provide any such renewal notice in writing at least thirty (30) days prior to expiration of the Agreement. The maximum payment for the Term is set forth in Section II(a). All work shall be diligently performed by the Contractor in an economical, expeditious and professional manner.
Certain Duties and Responsibilities The duties and responsibilities of the Trustee shall be as provided by the Trust Indenture Act. Notwithstanding the foregoing, no provision of this Indenture shall require the Trustee to expend or risk its own funds or otherwise incur any financial liability in the performance of any of its duties hereunder, or in the exercise of any of its rights or powers, if it shall have reasonable grounds for believing that repayment of such funds or adequate indemnity against such risk or liability is not reasonably assured to it. Whether or not therein expressly so provided, every provision of this Indenture relating to the conduct or affecting the liability of or affording protection to the Trustee shall be subject to the provisions of this Section.
Amounts and Terms of the Purchases SECTION 2.01.
Definitions of Words and Terms Capitalized words used in this Agreement which are not otherwise defined herein shall have the meanings set forth in the Annex of Definitions attached hereto.
Appointment and Term The Members will be entitled to appoint from time to time persons to serve as the managers (each, a "Manager") on the Board of Managers. Managers will serve until their respective successors are appointed by the Members, as provided under Section 4.11 herein, or until their earlier death, disability, resignation, retirement or removal, pursuant to Section 4.10 herein. Each Manager is hereby designated as a "manager" of the Company within the meaning of Section 18-101(10) of the Act.
