FOREGROUND OWNED BY ONE OR SEVERAL MEMBER(S) Sample Clauses

FOREGROUND OWNED BY ONE OR SEVERAL MEMBER(S). The ownership of the Foreground arising from the Project shall belong to the Consortium, except where the Foreground consists in Specifications, Standards and Norms Proposals and Validation Reports in accordance with Article 18.1.2 (a) (“Foreground owned by the SJU”) hereinabove. The Consortium shall timely declare to the SJU the Foreground created under the Agreement in the draft and Final Report by using the specific template attached hereto as Schedule 6. Where several Consortium Members have jointly carried out work generating Foreground and where their respective shares of the tasks under the Project cannot be ascertained, they shall have joint ownership of such Foreground (hereinafter referred to as “Joint Foreground”). They may establish an agreement regarding the allocation and terms of exercising that joint ownership of the Foreground. However, where no joint ownership agreement has been entered into, each of the joint owners shall be entitled to: − use the Joint Foreground to carry out their own work under this Agreement as well as to exploit it for their own purposes, − grant non-exclusive, royalty-free licences to the SJU and its Members to carry out their own work under the Programme, without any right to sub-licence, and − grant non-exclusive licences to Third Parties for the performance of the Programme, without any right to sub-licence, subject to the following conditions: - at least forty-five (45) days prior notice must be given to the other joint owner(s), and - fair and reasonable compensation must be provided to the other joint owner(s). If employees or other personnel working for the Consortium are entitled to claim rights to Foreground, the Consortium shall ensure that it is possible to exercise those rights in a manner compatible with its obligations under the Agreement.
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Related to FOREGROUND OWNED BY ONE OR SEVERAL MEMBER(S)

  • Initial Members The initial Members of the LLC, their initial capital contributions, and their percentage interest in the LLC are as follows: Members Percentage Interest in LLC Capital Contribution (If any)

  • Admission of Members Other persons may be admitted as Members from time to time pursuant to the provisions of this Agreement.

  • Rights of Members Except as otherwise provided in this Agreement, (a) each Member shall look solely to the assets of the Company for the return of its Capital Contribution, (b) no Member shall have the right or power to demand or receive property other than cash from the Company and (c) except as provided in this Agreement, no Member shall have priority over any other Member as to the return of its Capital Contributions, distributions or allocations.

  • Liability of Members The Members shall not have any liability for the obligations or liabilities of the Company except to the extent provided in the Act.

  • JOINT ALLOTTEES That in case there are Joint Allottees all communications shall be sent by the Promoter to the Allottee whose name appears first and at the address given by him/her which shall for all intents and purposes to consider as properly served on all the Allottees.

  • THE MEMBERS Members are the owners of the Company. Members are not entitled to compensation for services furnished to the Company in the Member’s capacity as a Member. The name and residential address of each Member is contained in Exhibit 1 attached to this Agreement. Each Member’s initial membership interest is the percentage set forth in Exhibit 1. An unauthorized transfer of a Member’s interest could create a substantial hardship for the Company. Consequently, the Members agree to the restrictions and procedures affecting the ownership and transfer of the Members’ interests as identified in Article VII. The Members acknowledge these restrictions are not intended to penalize, but rather are intended to protect and preserve the existing trust-based relationships, the Company’s capital, and the Company’s financial ability to continue its operations.

  • Multi-Member The Members, or their designees, shall maintain complete and accurate records and books of the Company’s transactions in accordance with generally accepted accounting principles. The Company shall furnish each Member, within seventy-five days after the end of each fiscal year, an annual report of the Company including a balance sheet, a profit and loss statement a capital account statement; and the amount of such Member’s share of the Company’s income, gain, losses, deductions and other relevant items for federal income tax purposes. The Company shall prepare all Federal, State and local income tax and information returns for the Company, and shall cause such tax and information returns to be timely filed. Within seventy-five days after the end of each fiscal year, the Company shall forward to each person who was a Member during the preceding fiscal year a true copy of the Company’s information return filed with the Internal Revenue Service for the preceding fiscal year. All elections required or permitted to be made by the Company under the Internal Revenue Code, and the designation of a tax matters partner pursuant to Section 6231(a)(7) of the Internal Revenue Code for all purposes permitted or required by the Code, shall be made by the Company by the affirmative vote or consent of Members holding a majority of the Members’ Percentage Interests. Upon request, the Company shall furnish to each Member, a current list of the names and addresses of all of the Members of the Company, and any other persons or entities having any financial interest in the Company.

  • Unit Members Whenever used in this Agreement, the term “Employee” shall mean all classroom teachers (pre- K-12), counselors, librarians (and/or their successor job title and/or classification), psychologists, social workers, home and hospital teachers, department heads, master teachers, academic coaches, instructional associates, instructional support teachers, educational associates, speech/language speech-language pathologists, audiologists, occupational therapists, physical therapists, facilitators, consulting teachers, IEP Team Associates, pupil personnel worker, teacher – mentor, teacher – staff developer, and art, music and physical education resource teachers.

  • Additional Members One or more additional members may be admitted to the Company with the consent of the Member. Prior to the admission of any such additional members to the Company, the Member shall amend this Agreement to make such changes as the Member shall determine to reflect the fact that the Company shall have such additional members. Each additional member shall execute and deliver a supplement or counterpart to this Agreement, as necessary.

  • Contributions for OTPP Plan Members i. When an employee/plan member is on short term sick leave and receiving less than 100% of regular salary, the Board will continue to deduct and remit OTPP contributions based on 100% of the employee/plan member’s regular pay.

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