In consideration for. 8.1.1.1 the Interconnection of their respective Systems;
8.1.1.2 the conveyance on the System operated by one Party of Calls handed over to it from the System operated by the other Party;
In consideration for. (A) cash payment. The payment of $1,139,010.00 as a lump sum payment ------------ (less applicable withholdings) on 1 March 2002;
In consideration for. (a) the irrevocable waiver and termination by the Company and its shareholders and its option-holders (in their capacity as such) of all then existing obligations of Teva towards the Company and/or its shareholders and/or its option-holders (in their capacity as such) of whatever nature arising under or in connection with the agreements and other instruments setting forth the 2007 Deal-Related Shares, 2007 Deal-Related Securities, 2007 Deal-Related Rights and 2007 Deal-Related Obligations (except for obligations which shall have already become due as of such time or which, by their nature, are to survive the termination of such obligations or agreement(s), which shall continue in full force and effect thereafter in accordance with their terms), other than obligations generally imposed under this Agreement or the Articles on Teva in its capacity as holder of shares of the Company (subject to applicable holdings thresholds set forth herein or therein) by virtue of the shares of the Company (i.e. non-2007 Deal Related Shares, if any) which shall still be held by Teva thereafter (e.g.
In consideration for. (a) the irrevocable waiver and termination by the Company and its shareholders and its option-holders (in their capacity as such) of all then existing obligations of Teva towards the Company and/or its shareholders and/or its option-holders (in their capacity as such) of whatever nature arising under or in connection with the agreements and other instruments setting forth the 2010 Deal-Related Shares, 2010 Deal-Related Securities, 2010 Deal-
In consideration for our undertakings herein and subject to the full and timely payment of the amounts due pursuant to paragraphs 2 and 3 above, the Financial Undertakings shall be amended, in their entirety, as follows (effective upon June 30, 2003 ):
(a) the ratio of Tangible Equity to Total Liabilities shall continue to be no less than 1:1;
(b) for the year 2003, there shall be no minimum requirement for the ratio of EBITDA to Debt Service;
(c) for the first, second and third quarters in the year 2004, the ratio of EBITDA to Debt Service shall be no less than 1:1, 1.
1:1 and 1.15:1 respectively. For each quarter thereafter, commencing the fourth quarter of the year 2004, the ratio of EBITDA to Debt Service shall be no less than 1.2:1;
(d) for the year 2003, there shall be no minimum requirement for the ratio of EBITDA to Borrowings. Thereafter, on every Ratio Determination Date, the ratio of EBITDA to Borrowings shall be no less than 1:5;
(e) the ratio of Current Assets to Current Liabilities shall be no less than 1.5:1;
(f) for the year 2003 and the first three quarters of 2004, we shall maintain a positive quarterly cash flow (on an accumulated basis commencing 1 January 2003) from operations, provided that failure to do so during the year 2004 shall not constitute a default under the Facility Agreement, if the following condition is fulfilled on the relevant Ratio Determination Date: The ratio of A:B shall be at least 1.7:1, where: A is the total of cash, cash equivalents, short term investments, inventories and trade receivables; and B is the total of short term credit (excluding current maturity of long term debt from banks) plus trade payables;
(g) we shall at all times maintain cash balances (cash, cash equivalents and short term investments, but excluding pledged cash deposits (other than the cash deposit in the amount of $8,300,000 (Eight Million Three Hundred Thousand US Dollars) pledged in favour of BP to secure the Ji-tong transaction), pledged cash equivalents and pledged short term investments) at banks and financial institutions in an aggregate amount of at least (i) $15,000,000 (fifteen million US Dollars) plus the aggregate of all outstanding cash credit facilities owing by us, or (ii) 150% of the aggregate of all outstanding cash credit facilities owing by us, whichever of (i) and (ii) is the lower. All Financial Undertakings shall be inclusive of us and all entities included in our consolidated financial statements, except Ectel.
In consideration for. 1.1.1 the Interconnection of their respective TelecommunicationsNetworks; and5.
In consideration for. 2.1.1 the Interconnection of their respective Systems; and
2.1.2 the conveyance on its System of Calls originating on the System operated by the other Party,
2.1.3 the conveyance of any Onward Routed Call, including ported calls, across the respective System’s. the Parties shall pay to one another the Interconnect Charges provided for in this Appendix 4 (Charges).
In consideration for the services to be provided by GPS under this Contract and the separate Engagement Letter(s), GPS shall be compensated in accordance with the fee schedule provided in Attachment B. It is understood and agreed that the Participants and NCTCOG shall not be in any way responsible for the payment of the Service Fees or any other fees arising out of this Contract unless agreed to by Participant pursuant to section 2.B of this Contract. Cardholders who elect to utilize the Services as a part of the Project shall be solely responsible for paying the Service Fee. Excluding the GPS Service Fee, Participant shall receive 100% of the monies collected.
In consideration for. (i) the Company’s payments to and other valuable benefits provided to Employee in accordance with Section 2 of the Agreement that accrue to the benefit of Employee when this Release becomes effective, (ii) the other promises and covenants of the Company set forth in the Agreement to which Employee acknowledges she is not otherwise entitled, and (iii) other good and valuable consideration, the receipt and sufficiency of which is hereby acknowledged by the Parties, Employee hereby fully, finally, and completely releases the Released Parties, of and from any and all claims, actions, demands, and/or causes of action, of whatever kind or character, whether now known or unknown, arising from, relating to, or in any way connected with, facts or events occurring contemporaneously with or before the execution of this Release. Employee agrees that the foregoing release includes without limitation a release of any negligence claims, contractual claims, compensation claims, disability, wrongful discharge claims, and claims of discrimination of every possible kind, including but not limited to, claims on the basis of race, color, sex, national origin, religion, any personal injury claims, and any related attorney’s fees and costs, and claims, if any, that she may have against any of the Released Parties, including without limitation:
i. any claim under federal, state, or local law that provides civil remedies for the enforcement of rights arising out of the employment relationship, including, without limitation, discrimination and retaliation claims, such as claims or causes of action under Title VII of the Civil Rights Act of 1964, as amended, 42 U.S.C. § 2000 et seq.; The Civil Rights Act of 1866, as amended, 42 U.S.C. § 1981; The Civil Rights Act of 1991, as amended, 42 U.S.C. § 1981a; Americans With Disabilities Act, as amended, 42 U.S.C. § 12101 et seq.; Fair Labor Standards Act, as amended, 29 U.S.C. § 201, et seq.; Employee Retirement Income Security Act, as amended, 29 U.S.C. § 1000 et seq.; Family and Medical Leave Act, as amended, 29 U.S.C. § 2601, et seq.; or any other statute prohibiting discrimination or retaliation in employment under any federal, state, or local law; and
ii. claims for unpaid or withheld wages, relocation allowances or benefits, other benefits, commissions, stock options, bonuses or profit-sharing, wrongful discharge, breach of contract, breach of fiduciary duty, promissory estoppel, fraud, breach of any implied covenants, assault, batte...
In consideration for. (i) a cash payment to Seller of USD $3,750,000, less the aggregate amount of the Initial Review Payment of USD $50,000 and those certain Monthly Payments of USD $100,000 each, such payments in the aggregate totaling USD $________, pursuant to the Letter of Intent by and between Seller and Buyer, dated May 23, 2009; and
(ii) the issuance to Seller of common shares of Buyer at a deemed price of CDN $0.50 per share having an aggregate deemed value of USD $3,750,000, based upon the average noon rate of exchange as posted by the Bank of Canada for the ten (10) business day period ending three (3) business days prior to the effective date of Agreement; Seller hereby sells, assigns, transfers and conveys to Buyer an undivided seventy percent (70%) of its right, title and interest in and to that real property situated in the County of Xxxxxxxxx, State of Nevada, as more fully set forth and described in that certain Quitclaim Deed attached hereto as Exhibit A and incorporated herein.