IN CERTAIN CIRCUMSTANCES. The Company expressly acknowledges and agrees that, and the Employee is hereby advised that, this Section 4.1 does not apply to any invention for which no equipment, supplies, facilities or trade secret information of the Company, its Subsidiaries or any of their Affiliates was used and which was developed entirely on the Employee's own time, unless (i) the invention relates to the business of the Company, its Subsidiaries or any of their Affiliates or to the Company's, its Subsidiaries' or any of their Affiliates' actual or demonstrably anticipated research or development or (ii) the invention results from any work performed by the Employee for the Company, its Subsidiaries or any of their Affiliates.
IN CERTAIN CIRCUMSTANCES. The Company expressly acknowledges and agrees that, and the Executive is hereby advised that, this Sec. 4(a) does not apply to any invention for which no equipment, supplies, facilities or trade secret information of the Company was used and which was developed entirely on the Executive's own time, unless (A) the invention relates to the business of the Company or to the Company's actual or demonstrably anticipated research or development or (B) the invention results from any work performed by the Executive for the Company.
IN CERTAIN CIRCUMSTANCES. The Company expressly acknowledges and agrees that, and Consultant is hereby advised that, this Section 4.1 does not apply to any invention for which no equipment, supplies, facilities or Confidential Information (as that term is hereinafter defined) of the Company, its Subsidiaries or any of their Affiliates was used and which was developed entirely on Consultant's own time or on its personnel's own time, unless (i) the invention relates to the business of the Company, its Subsidiaries or any of their Affiliates or to the Company's, its Subsidiaries' or any of their Affiliates' actual or demonstrably anticipated research or development or (ii) the invention results from any Services performed by Consultant for the Company, its Subsidiaries or Affiliates.
IN CERTAIN CIRCUMSTANCES. 7.1 Notwithstanding anything to the contrary in this Agreement, each Seller must, as a condition to the Seller’s Class A Contingent Shares to vest and become entitled to all of the rights of Class A Ordinary Shares, release the mortgage registered pursuant to Section 5.3(c) over the Shares sold by the Seller no later than five Business Days after the earlier to occur of: (i) Buyer giving notice in writing to the Seller that Buyer has filed with the U.S. Securities and Exchange Commission a “price range prospectus” for the IPO and (ii) Buyer having paid the Deferred Consideration Component to the Seller in accordance with Section 2.4(c). Release of the mortgage in this manner, and only in this manner, shall constitute the “Class A Contingent Shares Vesting Condition” for purposes of Article 14 of the Articles of Buyer.
IN CERTAIN CIRCUMSTANCES. DFS may terminate *** (for damages, termination charges or demobilization costs), *** , in the following circumstances:
IN CERTAIN CIRCUMSTANCES. (1) Each Contracting Party may, no later than the date a tribunal or court determines for the submission of arguments on preliminary questions, deny the application of this Part and of Article 26 of this Treaty to an Investor or to an Investment of an Investor of another Contracting Party, if the denying Contracting Party establishes that such Investment or Investor is owned or controlled by a natural or juridical person of a third state with or as to which the denying Contracting Party: (i) does not maintain diplomatic relations; or (ii) adopts or maintains measures related to the maintenance of international peace and security, including the protection of human rights, in line with the UN Charter and its international commitments, that: (A) prohibits transactions with respect to that Investor or Investment; or (B) would be violated or circumvented if the benefits of this Part and Article 26 were accorded to that Investor or Investment, including where the measures prohibit transactions with a natural or juridical person who owns or controls such Investor or Investment. (2) A Contracting Party may deny such benefits pursuant to this Article without any prior publicity or other additional formality related to its intention to exercise the right conferred by this Article.
IN CERTAIN CIRCUMSTANCES. The Company expressly acknowledges and agrees that, and the Executive is hereby advised that, this Section 4.1 does not apply to any invention for which no equipment, supplies, facilities or trade secret information of the Company, its Subsidiaries or any of their Affiliates was used and which was developed entirely on the Executive’s own time, unless (i) the invention relates to the business of the Company, its Subsidiaries or any of their Affiliates or to the Company’s, its Subsidiaries’ or any of their Affiliates’ actual or demonstrably anticipated research or development or (ii) the invention results from any work performed by the Executive for the Company, its Subsidiaries or any of their Affiliates. The Executive has read and acknowledged Exhibit B-1, which provides notice of California Labor Code Section 2870. The Executive understands that the acknowledgement and assignment by him to the Company of Proprietary Rights does not apply to inventions that qualify fully under California Labor Code Section 2870(a). The Executive understands that such assignment does not relate to any inventions on the Executive's own time using no resources of the Company, its Subsidiaries’ or Affiliates’ and which do not relate to the business, actual or reasonably contemplated, of the Company, its Subsidiaries or Affiliates. Executive has set out in Exhibit B-2 a description of all inventions (if any) developed or conceived by the Executive in which he claims any ownership or other right. The Executive understands that, by not listing an invention on Exhibit B-2, he is acknowledging that the invention was not developed or conceived before the commencement of his employment pursuant to this Agreement.
IN CERTAIN CIRCUMSTANCES. The Company expressly acknowledges and agrees that, and the Executive is hereby advised that, this Section 7.1 does not apply to any invention for which no equipment, supplies, facilities or trade secret information of the Company, its subsidiaries or any of their affiliates was used and that was developed entirely on the Executive's own time, unless (i) the invention relates to the business of the Company, its subsidiaries or any of their affiliates or to the Company's, its subsidiaries' or any of their affiliates' actual or demonstrably anticipated research or development or (ii) the invention results from any work performed by the Executive for the Company, its subsidiaries or any of their affiliates.
IN CERTAIN CIRCUMSTANCES. To the extent that this Agreement or any other Loan Document requires a payment or prepayment to be made with respect to the Tranche 1 Loans, such provision shall be construed as follows: after payment in full of the outstanding Tranche 1 Loans, then, to the extent of the excess, if any, of the aggregate Letter of Credit Exposure at such time over the balance in the Letter of Credit Collateral Account, an amount equal to the remainder of the amount so required to be paid by the Borrower shall immediately be paid by the Borrower to the Agent for deposit in the Letter of Credit Collateral Account. In addition, the Borrower agrees that, without limitation of the foregoing or of any other provisions of this Agreement or the Loan Documents requiring collateral for the Letters of Credit or other Obligations in whole or in part, and without limitation of other rights and remedies under this Agreement or any Loan Document or at law or in equity, if all of the Loans become due and payable pursuant to Section 7.02 hereof, the Borrower shall immediately pay to the Agent, for deposit in the Letter of Credit Collateral Account, an amount equal to the excess, if any, of the aggregate Letter of Credit Exposure at such time over the balance in the Letter of Credit Collateral Account.
IN CERTAIN CIRCUMSTANCES. The Company expressly acknowledges and agrees that, and Employee is hereby advised that, this Section 4.1 does not apply to any invention for which no equipment, supplies, facilities or trade secret information of the Company was used and which was developed entirely on Employee's own time, unless (i) the invention relates to the business of the Company or to the Company's actual or demonstrably anticipated research or development or (ii) the invention results from any work performed by Employee for the Company.
