Further Understandings Clause Samples

Further Understandings. The granting of this Option shall impose no obligation upon you to exercise any part of it. You acknowledge and agree that the vesting of shares pursuant to the vesting schedule hereof is earned only by your continued service for the Company (or any affiliate) in the capacity of an employee, a non-employee member of the Board or a consultant (and not through the act of being hired, being granted this Option or acquiring shares hereunder). You further acknowledge and agree that this Option, the transactions contemplated hereunder and the vesting schedule set forth herein do not constitute an express or implied promise of continued engagement as an employee, a non-employee member of the Board or a consultant for the vesting period, for any period, or at all, and shall not interfere in any way with your right or the right of the Company or any affiliate to terminate your relationship as an employee, a non-employee member of the Board, or a consultant at any time with or without Cause. You acknowledge that this Option (a) is not granted by the Company as a matter of right, but is granted (and the amount of the award is granted) at the sole discretion of the Board or Committee, (b) is not part of your contractual compensation, and (c) does not create an enforceable right to further options in future years or in similar amounts. This discretion of the Board and Committee relates to the award of options and the amount of any award. You waive any and all acquired rights or claims in connection with past or future employment or service as a consultant or director with the Company or any affiliate.

Further Understandings. Notwithstanding the foregoing provisions of Section P.2 above, (a) Purchaser shall not be obligated to pay Seller hereunder during the pendency of any appeal with respect to any such Change in the regulatory framework, and (b) any termination of this Agreement or any amendment to this Agreement shall be effective retroactively from the date such Change in the regulatory framework, and Seller shall reimburse Purchaser for any amounts paid to Seller which exceed the amounts that should have been paid pursuant to the foregoing provisions of Section P.2 as a result of such final and non-appealable order regarding a Change in the regulatory framework.

Further Understandings. It is further understood and agreed that the licenses granted above in this Section 9.9 do not include any right to use any Trademark Rights.

Further Understandings. (i) indirect use of Knowledge" in the Contract's definition of Exploitation includes, for and on behalf of the Party concerned, use by having products and/or services developed, made and/or provided;

Further Understandings. Sikorsky assumes no liability for any expense of the Customer’s personnel, directly or indirectly connected with the furnishing of training services provided for herein. The parties expressly understand and agree that the responsibility of Sikorsky in the furnishing of the training services described above is limited to the furnishing of such and shall not extend to the results thereof. The parties further understand and agree that, in the event Customer elects not to take all or any portion of the training services provided for herein, no refund or other financial adjustment of the price will be made.

Further Understandings. In order to clarify certain ambiguities appearing in the provisions of the Contract, the Parties have agreed on the following interpretations: (a) Indirect utilisation of Knowledge" in the Contract's definition of Use includes, for and on behalf of the Party concerned, Use by having products or services developed, made or provided;

Further Understandings. This Agreement does not constitute and shall not be construed as an admission of guilt, liability, wrongdoing, or violation of any federal or state statute or regulation by the Agency or the Aggrieved Person/Complainant and is entered into solely to resolve the subject matter of this Agreement. This Agreement and any provided settlement hereunder is made solely in consideration of the covenants made herein and to avoid further cost and expense associated with the allegations and claims made by the Aggrieved Person/Complainant. This Agreement constitutes the entire understanding between the Parties and fully supersedes any and all prior agreements or understandings pertaining to the subject matter. No other oral or written terms or commitments exist between the Parties. This Agreement addresses unique circumstances and shall not serve as precedent or past practice for resolving any other matter involving the Agency. If applicable, the Aggrieved Person/Complainant acknowledges that the Defense Finance and Accounting Services (DFAS) is a separate entity that administers payments and restores leave. The Agency exercises no control over, nor is the principle of, DFAS. The Agency will make all reasonable efforts within ( ) calendar days of the date on which the Aggrieved Person/Complainant executed this Agreement to submit to DFAS any paperwork necessary to process an administrative payment or restore leave; however, the Agency makes no representation concerning when DFAS will complete agreed upon payments or leave restoration, if any. The Aggrieved Person/Complainant shall be solely responsible for the payment of attorney fees and costs, if any, related to prosecution of discrimination complaints and other actions against the Agency referenced in paragraph 1. The Aggrieved Person/Complainant shall be solely responsible for the payment of all taxes, if any, attributable to this Agreement. The Agency makes no representations concerning the tax consequences of this Agreement. This Agreement shall be made a part of the record of the Aggrieved Person/Complainant's above-referenced discrimination complaint(s) and remains enforceable under the jurisdiction of the EEOC following dismissal of this case. If a binding determination is made that any term(s) of this Agreement is/are unenforceable, such unenforceability shall not affect any other provisions of this Agreement, and the remaining terms of this Agreement shall, unless prohibited by law, remain effective as if su...

Further Understandings. NSA, Nestle and the Company expressly intend, acknowledge and agree that this agreement does not constitute a contract of the type described in section 365(c)(2) of the United States Bankruptcy Code, and NSA, Nestle and the their respective Affiliates shall not have rights under such section or section 365(e)(2)(B) of the United States Bankruptcy Code. It is the intention of NSA, Nestle and the Company that amounts required to be paid in connection with the Put or Call shall be paid at the earliest possible time in accordance with the terms of this Agreement and the Certificate of Incorporation and as permitted by law.

Further Understandings. This Agreement does not constitute and shall not be construed as an admission of guilt, liability, wrongdoing, or violation of any federal or state statute or regulation by the Agency or the Employee and is entered into solely to resolve the subject matter of this Agreement. This Agreement and any provided settlement hereunder is made solely in consideration of the covenants made herein and to avoid further cost and expense associated with the allegations and claims made by the Employee. This Agreement constitutes the entire understanding between the Parties and fully supersedes any and all prior agreements or understandings pertaining to the subject matter. No other oral or written terms or commitments exist between the Parties. This Agreement addresses unique circumstances and shall not serve as a precedent or past practice for resolving any other matter involving the Agency. If applicable, the Aggrieved Person/Complainant acknowledges that the Defense Finance and Accounting Services (DFAS) is a separate entity that administers payments and restores leave. The Agency exercises no control over, nor is the principle of, DFAS. The Agency will make all reasonable efforts within ( ) calendar days of the date on which the Employee executed this Agreement to submit to DFAS any paperwork necessary to process an administrative payment or restore leave; however, the Agency makes no representation concerning when DFAS will complete agreed upon payments or leave restoration, if any. The Employee shall be solely responsible for the payment of attorney fees and costs, if any, related to prosecution of complaints and other actions against the Agency referenced in paragraph 1. The Employee shall be solely responsible for the payment of all taxes, if any, attributable to this Agreement. The Agency makes no representations concerning the tax consequences of this Agreement. If a binding determination is made that any term(s) of this Agreement is/are unenforceable, such unenforceability shall not affect any other provisions of this Agreement, and the remaining terms of this Agreement shall, unless prohibited by law, remain effective as if such unenforceable provision(s) was/were never contained herein. The Employee enters into this Agreement voluntarily without duress or coercion. The Employee fully understands all the terms of this Agreement and is aware of the right to consult an attorney. Further, the Employee has not waived any rights or claims that may arise after this...