Extended Terms Tenant shall have the right to extend the Term for up to five (5) consecutive renewal terms of ten (10) years each (each, an “Extended Term”), provided that (unless Landlord shall elect in its sole discretion to waive any such condition), at the time Tenant exercises a right to extend the Term, (a) no Event of Default shall have occurred and be continuing and (b) on the date of the exercise of the extension option and on the first day of each such Extended Term, there shall be a Guaranty in favor of Landlord from a Qualifying Guarantor which shall either meet the standard in clause (a) or (c) of the definition of Qualifying Guarantor or shall provide Landlord with the audited financial statement described in the last paragraph of the definition of Qualifying Guarantor to establish that it meets the criteria in clause (b) thereof to be a Qualifying Guarantor, even if such Entity is a BP Affiliate. All of the terms, covenants and provisions of this Agreement shall apply to each Extended Term (including, but without limitation, the two percent annual Minimum Rent increases provided in the definition of Minimum Rent), except that Tenant shall have no right to extend the Term beyond the expiration of the fifth Extended Term. If Tenant shall elect to exercise its option to extend the Term for any Extended Term, it shall do so by giving Landlord Notice thereof not later than eighteen (18) months prior to the commencement of the applicable Extended Term, it being understood and agreed that time shall be of the essence with respect to the giving of any such Notice. If Tenant shall fail to give any such Notice, this Agreement shall automatically terminate at the end of the Fixed Term or the applicable Extended Term, and Tenant shall have no further option to extend the Term of this Agreement. If Tenant shall give such Notice, the extension of this Agreement shall be automatically effected without the execution of any additional documents; it being understood and agreed, however, that Tenant and Landlord shall execute such documents and agreements as either party shall reasonably require to evidence the same.
Credit Terms Notwithstanding Section 3.2, above, Station may grant credit terms to Advertiser, subject to Station’s completion of a satisfactory credit check. If Station has granted Advertiser credit terms, payment is due within thirty (30) days of invoice date. Notwithstanding the foregoing, Station reserves the right to revoke Advertiser’s credit in the event Station reasonably determines that Advertiser is no longer creditworthy. In such an instance, Station may require payments for future Orders or Campaigns to be on a cash-in-advance basis (and, in such an event, such payments must be made no later than five (5) business days prior to the Campaign start date in accordance with Section 3.2, above).
Dutch Terms (a) In this Agreement, where it relates to a Dutch entity, a reference to:
(i) a necessary action to authorize where applicable, includes without limitation:
(ii) any action required to comply with the Dutch Act on the Works Councils (Wet op de ondernemingsraden); and
(iii) obtaining an unconditional positive advice from the competent works council(s);
(iv) gross negligence means grove xxxxxx;
(v) a security right includes any mortgage (hypotheek), pledge (pandrecht), retention of title arrangement (eigendomsvoorbehoud), privilege (voorrecht), right of retention (recht van retentie), right to reclaim goods (recht van reclame), and, in general, any right in rem (beperkt recht) created for the purpose of granting security (goederenrechtelijk zekerheidsrecht);
(vi) wilful misconduct means opzet;
(vii) a winding-up, administration or dissolution (and any of those terms) includes a Dutch entity being declared bankrupt (failliet verklaard) or dissolved (ontbonden);
(viii) a moratorium includes surseance van betaling and granted a moratorium includes surseance verleend;
(ix) insolvency includes a bankruptcy and moratorium;
(x) any step or procedure taken in connection with insolvency proceedings includes a Dutch entity having given a notice under any of:
(A) section 36 of the Tax Collection Act (Invorderingswet 1990); or
(B) section 60 of the Social Insurance Financing Act (Wet Financiering Sociale Verzekeringen) in conjunction with section 36 of the Tax Collection Act (Invorderingswet 1990);
(xi) a trustee in bankruptcy or an administrative receiver includes a curator;
(xii) an administrator includes a bewindvoerder;
(xiii) an attachment includes a beslag; and
(xiv) a subsidiary includes a dochtermaatschappij as defined in section 2:24a of the Dutch Civil Code.
Agreement Terms The terms of the Agreement conform to University policy. The period of performance for the project is approximately one (1) year. The amount of funding support will not exceed $200,000. Since research projects are often amended, this agreement includes provisions for changes in time and scope. University procedures for approval of these changes will be followed and additional conflict of interest review will be done as appropriate.
Special Terms Terms defined in this Schedule 1 shall have the same meanings when used throughout this Agreement. In the event of any conflict between the terms set out in the various Schedules, the Schedules shall prevail in the order in which they appear in the Agreement. For the purposes of the provision of the Services and any Goods, the terms of this Agreement shall prevail over any other terms and conditions issued by the British Council (whether on a purchase order or otherwise).
Repayment Terms (a) The Borrower on a Revolving Loan Facility shall pay in full the outstanding Loan Facility Obligations no later than the first Business Day after the Final Disbursement Date unless such Loan Facility is renewed or extended by Lender consistent with procedures required by Ex-Im Bank.
(b) The Borrower on a Transaction Specific Loan Facility and a Transaction Specific Revolving Loan Facility shall, within two (2) Business Days of the receipt thereof, pay to Lender (for application against the outstanding Loan Facility Obligations) all checks, drafts, cash and other remittances it may receive in payment or on account of the Export-Related Accounts Receivable, Export-Related Overseas Accounts Receivable or any other Collateral, in precisely the form received (except for the endorsement of Borrower where necessary). Pending such deposit, Borrower shall hold such amounts in trust for Lender separate and apart and shall not commingle any such items of payment with any of its other funds or property. Unless a Transaction Specific Loan Facility or Transaction Specific Revolving Loan Facility is renewed or extended by Lender consistent with procedures required by Ex-Im Bank, Borrower shall pay in full all outstanding Loan Facility Obligations no later than the first Business Day after the Final Disbursement Date, except for Eligible Export-Related Accounts Receivables and Eligible Export-Related Overseas Accounts Receivable outstanding as of the Final Disbursement Date and due and payable after such date, for which the principal and accrued and unpaid interest thereon shall be due and payable no later than the first Business Day after the date such Accounts Receivable are due and payable.
Renewal Terms Immediately following the Initial Term this Agreement shall automatically renew for successive one-year periods (a “Renewal Term”).
SETTLEMENT TERMS AND CONDITIONS Without admitting or denying the Department’s findings, Associated is willing to resolve the violations cited herein and in the visitation report by entering into this Agreement and freely and voluntarily waives its right to a hearing under Banking Law Sections 44 and 598 on such violations. Therefore, in consideration of the promises and covenants set forth herein:
1. Associated agrees to take all necessary steps to ensure its compliance with all applicable federal and state laws, regulations, and supervisory requirements relating to its mortgage business, including, but not limited to:
a. complying with the requirements of Article 12-D and Article 12-E of the Banking Law, Section 420 of the Superintendent’s Regulations, and Part 38 of the General Regulations; and
b. ensuring that its MLOs who conduct mortgage origination activities are licensed pursuant to Article 12-E of the Banking Law and Section 420 of the Superintendent’s Regulations;
c. ensuring that its MLOs do not mislead consumers as to their license status; and
d. ensuring that its MLOs do not share their unique identifier with any other individual or entity; and
e. ensuring that its non-MLO staff does not engage in mortgage activities that require a license; and
f. ensuring that its non-MLO staff does not have access to any mortgage loan origination system, software, and documents, and they do not utilize a MLOs unique identifier; and
g. ensuring that its books and records, specifically the application logs, are in compliance with Section 410.7 of the Superintendent’s Regulation.
2. Associated agrees to continue to further develop appropriate written compliance policies and procedures designed to ensure compliance with all applicable federal and state laws, regulations, supervisory requirements and guidance letters. The policies and procedures shall, at a minimum: (i) designate an individual responsible for monitoring compliance with all applicable federal and state laws, regulations, supervisory requirements and guidance letters; and (ii) establish a training program to ensure that Associated and its MLO and non-MLO employees understand all applicable federal and state laws, regulations, supervisory requirements and guidance letters.
3. Within ninety (90) days from the effective date of this Agreement, Associated agrees to submit a draft of its compliance policies and procedures to the Department.
4. Within one hundred twenty (120) days from the effective date of this Agreement, Associated agrees to submit a copy of its final compliance policies and procedures to the Department together with a letter from an authorized officer of Associated indicating his/her approval of such policies and procedures.
5. Associated agrees to pay a fine of $ $25,000 payable in two (2) equal installments as follows: $12,500 upon execution of this Agreement $12,500 within 30 days after the execution of this Agreement.
6. Associated further agrees that such payment will be made in immediately available funds in accordance with the Department’s payment instructions.
ESSENTIAL TERMS The Contractor acknowledges and agrees that each of the provisions in Articles 30 to 36 hereof constitutes an essential term of the Contract and that any breach of any of these provisions shall entitle UNDP to terminate the Contract or any other contract with UNDP immediately upon notice to the Contractor, without any liability for termination charges or any other liability of any kind. In addition, nothing herein shall limit the right of UNDP to refer any alleged breach of the said essential terms to the relevant national authorities for appropriate legal action.
TERMS AND CONDITIONS eZ2Bid The Terms and Conditions specified to all user of xxx.xxxxxxxxxxxxxxx.xxx (ESZAM AUCTIONEER SDN BHD website)
1.1 The online Term and Conditions shall apply to every electronic public auction sales made via ESZAM AUCTIONEER SDN BHD website.
1.2 The online Term and Conditions specified herein shall be read together with the Conditions of Sale as attached to the Proclamation of Sale.
