IN AND ORDERLY MARKETING ARRANGEMENTS Sample Clauses

IN AND ORDERLY MARKETING ARRANGEMENTS. 2.1 The New Covenantor hereby undertakes with each of the Company, Xxxxxxx Xxxxxx and RBC that, except as provided in clauses 2.2 and 2.3, he will not during the Restricted Period effect any Disposal of his interest in all or any of the Transfer Shares (the “Restricted Interests”). 2.2 Subject to clause 2.3, the restrictions contained in clauses 2.1 and 3 shall not apply to any of the following: (a) any Disposal which is notified in writing in advance to the Board, Xxxxxxx Xxxxxx and RBC and to which each of the Board, Xxxxxxx Xxxxxx and RBC acting reasonably and in good faith gives its prior consent in writing; (b) any Disposal by way of gift: (i) by any individual to a Family Member; (ii) by any individual to any person or persons acting in the capacity of trustee or trustees of a trust created by such individual or, upon any change of trustees of a trust so created, to the new trustee or trustees, provided that there are no persons beneficially interested under the trust other than the individual and his Family Members; (iii) by any individual to any person or persons acting in the capacity of trustee or trustees of a trust established for charitable purposes only or, upon any change of trustees of a trust so created, to the new trustee or trustees; or (iv) by the trustee or trustees of a trust to which subparagraphs (ii) or (iii) apply to any person beneficially interested under that trust, provided that, prior to the making of any such Disposal, the Board (acting reasonably and in good faith) are satisfied that the transferee falls within one of the categories (i) to (iv) above and any such transferee first gives an undertaking to the Company, Xxxxxxx Xxxxxx and RBC in like terms to those in this clause 2 and contained in a deed, in such form as Xxxxxxx Xxxxxx and RBC may require, duly executed by the transferee and delivered to the Company, Xxxxxxx Xxxxxx and RBC; (c) in the event of an intervening court order; (d) to the acceptance of a general, partial or tender offer made to shareholders of the Company (or to all such shareholders other than the offeror and/or any body corporate controlled by the offeror and/or any persons acting in concert with the offeror) to acquire all the issued Shares (other than any Shares which are already owned by the person making such offer and any other person acting in concert with him or it); (e) to the execution of an irrevocable undertaking to accept a general, partial or tender offer made to shareholders of the Co...
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Related to IN AND ORDERLY MARKETING ARRANGEMENTS

  • Monitoring Arrangements 8.1 We will formally monitor the progress of the access agreement at least once a year and report annually to the SCITT Management Group. Initial monitoring will be concerned with participation rates and the development of data on lower income and other under-represented groups. When specific data is accrued, we will look to monitor against this. 8.2 Our annual report to the SCITT Management Group will form the basis of our monitoring report to OFFA.

  • Community Engagement Integration Activities The SP will support the HSP to engage the community of diverse persons and entities in the area where it provides health services when setting priorities for the delivery of health services and when developing plans for submission to the LHIN including but not limited to CAPS and integration proposals.

  • Working Arrangements (i) The former industry practice whereby all Employees on site working in direct sunlight were relocated to shaded or air- conditioned areas when the temperature reached 32°C, will no longer operate. (ii) At temperatures below 35°C workers are not to be relocated out of direct sunlight unless the work environment creates a serious risk to their health and safety, having regard to the nature of the tasks being undertaken, provided that the task or activity being performed is completed and the penalty provisions as for emergency work under the Award shall apply. (iii) Once the temperature reaches 35°C work will cease, and workers may leave the site, provided that the task or activity being performed is completed and the penalty provisions as for emergency work under the Award shall apply. (iv) During periods of hot weather, work in air conditioned environments shall continue as normal. Workers will walk a reasonable distance through the open to and from amenities and the air-conditioned work space, provided it does not pose a serious threat to their health or safety. Alternatively, where the Employer can artificially ventilate covered spaces onsite and reduce the temperature to below 35°C, work may continue as normal subject to consultation and agreement with affected Employees to comply with the provisions of this clause. (v) By agreement with the OH&S committee and head contractor during periods of inclement weather (heat) the Saturday break roster can be applied to weekday work.

  • Reporting Arrangements The States will report against the agreed milestones during the operation of this Agreement, as set out in Part 4 – Project Milestones, Reporting and Payments.

  • Business Combination Marketing Agreement The Company and the Representative have entered into a separate business combination marketing agreement substantially in the form filed as an exhibit to the Registration Statement (the “Business Combination Marketing Agreement”).

  • Flexible Working Arrangements In accordance with the Employment Relations Act 2000, an employee affected by family violence may request a short-term (two months or less) variation of their employment arrangements to assist the employee to deal with the effects of family violence.

  • Medical Services Plan Regular Full-Time and Temporary Full-Time Employees shall be entitled to be covered under the Medical Services Plan commencing the first day of the calendar month following the date of employment. The City shall pay one hundred percent (100%) of the premiums required by the plan.

  • Management Services Agreement The term "Management Services ----------------------------- Agreement" shall mean this Management Services Agreement by and between Practice and Business Manager and any amendments hereto.

  • Scope and Order Placement These terms may be used by Customer either for a single Order or as a framework for multiple Orders. In addition, these terms may be used on a global basis by the parties’ “Affiliates”, meaning any entity controlled by, controlling, or under common control with a party. The parties can confirm their agreement to these terms either by signature where indicated at the end or by referencing these terms on Orders. Affiliates participate under these terms by placing orders which specify product or service delivery in the same country as the HP Affiliate accepting the Order, referencing these terms, and specifying any additional terms or amendments to reflect local law or business practices.

  • Placement of DNS probes Probes for measuring DNS parameters shall be placed as near as possible to the DNS resolvers on the networks with the most users across the different geographic regions; care shall be taken not to deploy probes behind high propagation-­‐delay links, such as satellite links.

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