Employee Consideration Sample Clauses

Employee Consideration. The District agrees to provide Employee with the Incentive that is outlined in Attachment A to this Agreement (2018-2019 Early Resignation Incentive for Faculty and Classified Employees and SRP Packet) if all of the following occur: (a) Employee is eligible to participate in the Incentive and resigns District employment effective on or before June 28, 2019; (b) Employee executes this Agreement and returns it with his/her completed SRP Enrollment forms and District Letter of Resignation to PARS no later than 5:00 p.m. on November 2, 2018 (see Attachment A for delivery means to PARS); (c) the District does not exercise its right to withdraw the Incentive due to an insufficient level of plan participation; and (d) Employee does not exercise his/her right of revocation set forth in Paragraph 8.h. below.
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Employee Consideration. 17.4.1 The area of consideration is the area in which an active search of candidates is made. The minimum area of consideration is that area in which it can be reasonably expected that a sufficient number of qualified employees will be located. When bargaining unit positions are filled under the provisions of this Article, the minimum area of consideration is normally Agency-wide; however, in unusual circumstances caused by factors outside the agency’s control which significantly impact budget or staffing levels, the area of consideration may be restricted to an Office if it is determined that a sufficient number of qualified applicants will be found within the area of consideration. The Agency will notify the Union prior to the announcement of any vacancy where the area of consideration is less than Agency-wide. 17.4.2 When filling a bargaining unit position (other than through one of the means covered by the exclusions identified in 17.3, above), NRC employees (both bargaining unit and non- bargaining unit) within the area of consideration may apply and receive simultaneous consideration with any “outside” applicant(s). Those who apply will be considered if otherwise eligible (e.g., the application is complete and is received by the closing date, the applicant has status if the advertised position is permanent and open only to status candidates, etc.) NRC employees will be processed according to the provisions of Article 17.
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Employee Consideration. In consideration of the promises made by the Company in this Separation Agreement, and in addition to any obligations imposed pursuant to the Employment Agreement, Employee agrees as follows:
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Employee Consideration. (a) Subject to subsections 1.11(d) and (e) below, within three business days following the Effective Time, Parent shall pay to the employees of Company listed on Exhibit D attached hereto (each an "Employee" and collectively, the "Employees") the amount in cash in the aggregate set forth on Exhibit D (to each Employee the amount set forth opposite his or her name on such Exhibit under the Employee Cash Consideration column), subject to adjustment as set forth in subsection 1.11(c) below (the "Employee Cash Consideration"). (b) Subject to subsections 1.11(d) and (e) below, within three business days following the Effective Time, Parent shall issue to the Employees a number of shares of Class B Common Stock of Parent equal to the amount in cash in the aggregate set forth on Exhibit D (to each Employee the amount set forth opposite his or her name on such Exhibit under the Employee Stock Consideration column), subject to adjustment as set forth in subsection 1.11(c) below, divided by the average of the regular trading day closing price per share of Parent's Class B Common Stock, as reported on the Nasdaq National Market, for the five (5) trading days ending on and including the business day immediately prior to the public announcement of the transactions contemplated by this Agreement and the five (5) trading days ending on and including the business day immediately prior to the Effective Time (the "Employee Stock Consideration"). (c) The amount of Employee Cash Consideration and Employee Stock Consideration set forth on Exhibit D shall be increased by an amount equal to (i) with respect to the Employee Cash Consideration, 25% of any proceeds received or receivable by Company after August 1, 2003 and prior to the Closing Date pursuant to the exercise of the Options and the Warrants held by holders who are employees of Company (assuming full exercise of all such outstanding Options and in-the-money Warrants held by such holders) and (ii) with respect to the Employee Stock Consideration, 75% of such proceeds, so that the aggregate amount of Employee Cash Consideration and Employee Stock Consideration is increased on a dollar-for-dollar basis for any such proceeds received by Company. (d) Within three (3) business days following the Effective Time, twenty-five percent (25%) of the Employee Cash Consideration due an Employee shall be paid directly to such Employee, and within three (3) business days following the effectiveness of the Form S-8 (as defined in Secti...
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Employee Consideration. For and in consideration of the promises made by Employer in Paragraph 3 of this Agreement, Employee agrees as follows: (a) Employee unconditionally releases, discharges, waives, and holds harmless Employer from each and every claim, cause of action, right, liability, or demand of any kind and nature, whether or not presently known to exist, including, without limitation, those claims arising from, or relating to, Employee's employment or separation from employment with Employer. This general release is a full and final bar to any claims Employee may have against Employer, including, without limitation, any claims: (i) arising from Employee's employment, pay, bonuses, vacation, or any other employee benefits, and other terms and conditions of employment or employment practices of Employer; (ii) relating to the termination of Employee’s employment with Employer or the surrounding circumstances thereof; (iii) relating to any claims for compensatory, punitive, liquidated and/or retaliatory discharge damages; back and/or front pay claims and fringe benefits; or payment of any attorneys' fees for Employee; (iv) arising under Civil Rights Act of 1866, 1871, 1964, and 1991, Employee Retirement Income Security Act of 1974, the Rehabilitation Act of 1973, the Fair Labor Standards Act, the Equal Pay Act of 1963, the Occupational Safety and Health Act, the Immigration Reform Control Act of 1986, the Age Discrimination in Employment Act of 1967, the Older Workers’ Benefit Protection Act, the Family and Medical Leave Act of 1993, the Worker Adjustment and Retraining Notification Act of 1989, any state civil rights acts, the WARN Act (as any of these laws may have been amended) or any other labor, employment, or anti-discrimination laws; and/or (v) arising from any contract, tort, whistleblower, personal injury, or wrongful discharge theory or cause of action. (b) Employee also waives his right to recover in any action which may be brought on his behalf by any person or entity, including, but not limited to, any governmental board, commission, department or agency such as the Equal Employment Opportunity Commission, the comparable state agency, or the Department of Labor. (c) Employee also agrees that he has not filed any lawsuits, actions or charges with any federal, state or local court against the Employer and Employee also agrees that he will not do so at any time based on any matter released in this Agreement. (d) Employee and Company each agrees that neither has e...
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Related to Employee Consideration

  • Share Consideration Nation Energy Inc., a Wyoming corporation, has agreed to issue on December 17, 2015 600,000,000 of its common shares (the Share Consideration) to Paltar, and Paltar has agreed to certain restrictions on the transfer of such shares, under the terms of the Third Amended and Restated Letter Agreement, dated 30 August 2015 between Nation Energy Inc. and Paltar (the Letter Agreement), in the event that an Exchange Transaction (as defined in the Letter Agreement) has not been consummated on or before December 16, 2015.

  • The Consideration 9.1. In consideration for the successful completion of the Works, the timely supply of the R350HT Rails and the fulfillment of all of Supplier's obligations pursuant to this Agreement including, without limitation, the Warranty and all accompanying services and equipment to ISR's full satisfaction as required in accordance with the terms and conditions of this Agreement, Supplier shall be entitled to receive payment in accordance with the Consideration Annex attached hereto as Annex B (the “Consideration”). 9.2. Consideration shall be the final, complete and inclusive price that shall be paid to Supplier for the design, manufacture, preservation treatment, supply, delivery, unloading and Warranty of the R350HT Rails and the execution of all the Works pursuant to this Agreement, exclusive only of VAT. Other than as set forth herein, the Supplier shall not be entitled to receive any additional payments in connection with the performance of its obligations hereunder. The Consideration is inclusive of all taxes (other than VAT), license fees, royalties, or any other costs or expenses of any kind related to the provision of the R350HT Rails and/or to the Works. ISR shall not be charged with any further payments in connection with the Supplier’s execution of any of its obligations and undertakings under this Agreement. 9.3. Value added tax, to the extent applicable, shall be added to any payment made by ISR to Supplier hereunder, subject to the issuance of a tax invoice on ISR’s name, in accordance with the law. All amounts payable to the Supplier under this Agreement shall be paid in Euros (€). 9.4. For the removal of any doubt, it is hereby clarified that all taxes, fees, duties, licenses, costs or other payments that are to be paid in connection with the exportation, supply and delivery of the R350HT Rails, including but not limited to all types of importation and custom duties and services, such as transportation costs, customs agents’ fees, purchase tax (in Hebrew "Mas Kniya" or "הינק סמ" ), wharf fees (in Hebrew "Dmei Ratzif" or "ףיצר ימד" ), cleaning of the containers and unloading at the Site, Israeli customs duties, port handling fees (in Hebrew "Dmei ▇▇▇▇▇" or "לוטינ ימד" ), port infrastructure fees (in Hebrew "Dmei Tashtit" or "תיתשת ימד"), cam locks for discharging the R350HT Rails at port, supervision while discharging at port, discharging terms at port, etc. shall be considered as part of the Consideration and shall be borne solely by Supplier.

  • MEMO OF CONSIDERATION RECEIVED on the day month and year first above written of and from the within named Purchasers the within mentioned sum of Rs. /- (Rupees only)paid as and by way of full consideration in terms of these presents. 1 By cheque no. dated 2 By cheque no. dated 3 By cheque no. dated 4 By cheque no. dated 5 By cheque no. dated 6 TDS ( ) 7 By cheque no. dated TOTAL (RUPEES ONLY) 1. (OWNERS)

  • Settlement Consideration 4.1 Subject to the procedures in Sections 6 and 7 below, and in compromise of disputed claims and in consideration of this Agreement, as well as additional consideration described in this Agreement, the Parties have agreed that in exchange for a release by the Releasing Persons of the Released Persons of Released Claims, entry of Final Judgment as contemplated herein, and dismissal with prejudice of the Action, Defendant shall make the following payments: 4.1.1 Subject to the terms, limits, conditions, coverage limits, and deductibles of policies, Class Members who timely file valid Claim Forms by the Claims Deadline will be paid Claim Settlement Payments in an amount equal to the Nonmaterial Depreciation that was withheld from ACV Payments and not subsequently paid; 4.1.2 For Class Members identified under subsections 4.1.1 above, simple interest at the rate of 6% per annum on the Nonmaterial Depreciation determined under subsections 4.1.1, from the date of each respective ACV Payment to the Effective Date; 4.1.3 For Class Members identified under subsections 4.1.1 and for whom all Nonmaterial Depreciation that was withheld from ACV Payments was subsequently paid, simple interest at the rate of 6% per annum on Nonmaterial Depreciation that was initially withheld from ACV payments, from the date of each ACV Payment from which Nonmaterial Depreciation was withheld to the date all Nonmaterial Depreciation was paid; 4.1.4 Subject to the conditions set forth in this Agreement, attorneys’ fees and expenses that are awarded by the Court to Class Counsel; 4.1.5 Subject to the conditions set forth in this Agreement, service awards that are awarded by the Court to the Representative Plaintiffs. 4.1.6 The costs of Class Notice and settlement administration, as provided in this Agreement; and 4.1.7 The reasonable fees incurred by the Neutral Evaluator, as provided in this Agreement. 4.2 Until such time as the foregoing payments are made, all sums to be paid by Defendant shall remain under the control and ownership of Defendant or Defendant’s independent contractors. Neither Class Members nor any other Person shall have any right to or ownership or expectation interest in Claim Settlement Payments or any other sums unless and until timely and eligible claims of Class Members have been submitted and checks in payment of same have been issued and timely negotiated by Class Members, as described in this Agreement. For any payment that has not been timely negotiated by a Class Member, that Class Member’s rights to that payment shall be forfeited by the Class Member, and all rights to any such payments shall be governed by the Defendant’s general escheatment procedures and in accordance with the laws of the applicable states.

  • Payment of Consideration (a) Subject to and in accordance with the provisions of Section 2.9, Buyers shall, following receipt of the Final Order and the satisfaction or waiver of the other conditions precedent set forth in Article 8, pay and/or deliver or cause to be delivered the Aggregate Consideration to (or on behalf of) Sellers, as set forth herein. Buyers shall ensure that, on the Effective Date, (i) Adenyo has been provided with (A) the Adenyo Cash Consideration and (B) the Share Consideration to be paid pursuant to the Arrangement (if any), (ii) the Escrow Agent, on behalf of Sellers in accordance with the allocation determined pursuant to Section 2.22, shall have received by wire transfer of immediately available funds, the Escrow Amount, with such amount to be held in a segregated interest-bearing account (the “Escrow Account”), for the purposes of securing Sellers’ obligations to pay any post-closing adjustment amount pursuant to Section 2.19(c) pursuant to the terms set forth in this Agreement and in the Escrow Agreement, and (iii) Adenyo US has been paid the Adenyo US Cash Consideration. Buyers and Sellers hereby agree and acknowledge that payment of (x) the Additional Initial Consideration, if any, shall be deferred and made in accordance with the provisions of Sections 2.18 and 2.19 and (y) the Earn-out Amount shall be deferred and made in accordance with the provisions of Sections 2.13 and 2.14. (b) No fraction of a share of Common Stock shall be issued in connection with this Agreement, and any fractional share thereof shall be rounded to the nearest whole number. The Share Consideration shall be subject to certain restrictions set forth in the Lock-up Agreement dated as of the Effective Date by and between Parent and Adenyo, a form of which is attached hereto as Exhibit D (the “Lock-up Agreement”). Parent shall issue at the Effective Date separate certificates evidencing the shares subject to restriction under the Lock-up Agreement, which shall contain an applicable legend, and Parent’s transfer agent shall be provided with stop transfer instructions prohibiting the transfer of such shares until the respective dates upon which such shares are no longer subject to restriction under the Lock-up Agreement. Adenyo consents to such restrictions. Amalco shall not sell the Share Consideration in the public market; rather, as contemplated by the Plan of Arrangement, Amalco shall, in accordance with Applicable Law, distribute the Share Consideration to the Shareholders as soon as reasonably practicable and subject to Applicable Law. Parent shall assist Amalco in transferring, through Parent’s transfer agent, the Share Consideration (or any portion thereof) to the Shareholders within two Business Days following the receipt of written instructions from Amalco (subject, as applicable, to the Lock-up Agreement) specifying the names of the Persons to whom such shares are to be transferred and the number of shares of the Share Consideration to be transferred to each such Person (and, if such instructions are delivered two Business Days prior to the Effective Date, Parent will, to the extent practicable, use reasonable efforts to, through Parent’s transfer agent, assist Amalco in making such transfer effective on the Effective Date). Neither Parent nor any of its Affiliates shall be liable in any way with respect to the directions contained in any such written instructions. (c) The Escrow Amount shall be held in a segregated escrow account to be maintained separately as trust funds and shall not be subject to any lien, attachment, trustee process or any other judicial process of any creditor of any party to this Agreement, and shall be held and disbursed solely for the purposes and in accordance with the terms of this Agreement, the Plan of Arrangement and the Escrow Agreement. The amounts held by the Escrow Agent in connection with this Agreement shall be delivered to it and held by it in Canadian accounts and, subject to the written approval and direction of Adenyo and Canadian Buyer, denominated in United States dollars and/or Canadian dollars (and, as applicable, with such funds to be converted from United States dollars to Canadian dollars at such conversion rates as Adenyo and Canadian Buyer may mutually approve in writing at any time after the date hereof).