Key Provisions. Referral Partner is Independent Contractor
4.1 Referral Partner enters into this Agreement, and will remain throughout the term of this Agreement, as an independent contractor. Referral Partner agrees that he or she is not and will not become an employee, partner, agent, or principal of Company while this Agreement is in effect. This agreement does not in any way create any type of partnership, association, joint venture, or other business relationship. Referral Partner agrees he or she is not entitled to the rights or benefits afforded to Company’s employees, including but not limited to, disability or unemployment insurance, workers’ compensation, medical or life insurance, sick leave, compensation time, overtime, retirement or holiday benefits, vacation time, profit sharing, bonuses, or any other employment benefit. Referral Partner is responsible for providing, at his or her own expense, disability, unemployment, and other insurance, workers’ compensation, training, permits, licenses, and any other requirement for himself or herself and for his or her employees and subcontractors. Nothing in this Agreement shall be construed to give Referral Partner any authority (i) to represent that he or she is an employee of Company, (ii) to bind Company with respect to contracts or representations or any other matters, except for those contracts expressly provided for in this Agreement, or (iii) to represent Company before any court or government or regulatory authority without he or she express written authorization of Company.
4.2 Referral Partner may represent, perform services for, and contract with as many additional Companies, persons, or companies as Referral Partner, in his or her sole discretion, sees fit, provided those services do not pose a conflict of interest with the services performed for Company.
4.3 Referral Partner is solely responsible for paying when due any taxes, including estimated taxes, incurred as a result of any commission paid by Company to Referral Partner under this Agreement. This includes but is not limited to any federal, California or local income taxes, social security or unemployment tax, or any other taxes. Referral Partner, on behalf of himself or herself and his or her successors, assigns, and heirs, agrees to indemnify and hold Company, including Company’s employees, officers, director, agents, subsidiaries and affiliates, harmless from and against any damage, claim, losses, fee, assessment, interest charge or penalty incur...
Key Provisions. These Key Provisions enable the Authority to complete details specific to each framework agreement and to add any optional and/or extra provisions applicable to the relevant framework agreement.
Key Provisions. These Key Provisions enable the Authority to complete project specific details and to add any optional and/ or extra provisions applicable to the relevant project.
Key Provisions. 1. In exercise of the powers contained in the Declaration and all other relevant powers (if any), the Trustees hereby lend the Sum to the Beneficiary (the ‘Loan’) (as the Beneficiary by his signature to this Deed acknowledges) on the following terms.
2. The Loan shall be interest free but repayable on the demand in writing of the Trustees.
3. Where the Loan has been demanded but remains unpaid interest shall accrue and be payable on the sum outstanding from and including the date of demand up to the date of actual payment at a rate equivalent to the Base Rate of the Bank of England from time to time in force from the date upon which the same fell due until payment. The interest shall accrue from day to day. of 20 Address Postcode Date of Birth SCHEDULE 1 Sum Loaned Please insert the sum you intend to loan to the Beneficiary. Please insert details of the Declaration of Trust as indicated. Parties to the original Trust Deed: Please insert the names of the Settlor/Donor/ Grantee and the Additional Trustees. Name of Company: Please insert Canada Life International Assurance (Ireland) DAC Please leave boxes blank if not required. Date: Please add the date of signature. Once all the parties have signed, the last date on which a person signed should be inserted as the date of this Agreement in the box on page 2. The sum of £ Name of Trust Trust Name of Company Policy Numbers SCHEDULE 2 Details of the Declaration Parties to original Trust Date of Trust Description of original Trust property Trustee 3 Beneficiary Trustee 4
1. Signed by the said Trustee (full name)
2. Signature
3. Date of Signature
1. Signed by the said Trustee (full name)
2. Signature
3. Date of Signature
1. Signed by the said Beneficiary (full name)
2. Signature
3. Date of Signature
Key Provisions. 3.1 The CDSP shall provide DSC Services to Customers in accordance with the DSC.
3.2 Each Customer shall pay Charges to the CDSP in accordance with the DSC.
3.3 Each of the:
(a) Budget and Charging Methodology;
(b) CDSP Service Description;
(c) Change Management Procedures;
(d) Contract Management Arrangements;
(e) Credit Policy;
(f) Third Party and Additional Services Policy;
(g) Transitional Arrangements Document; and
(h) UK Link Manual (each a CDSP Service Document) is hereby given effect and forms an integral part of the DSC. The Parties shall be bound by, and each Party agrees to comply with, each CDSP Service Document.
3.4 The CDSP shall efficiently, economically and effectively perform the Non-Service Functions of the CDSP.
3.5 Each CDSP-Related Provision of the Uniform Network Code is given effect and made binding as between the CDSP and the Customers as if the CDSP-Related Provision were incorporated into the DSC. In the event of any conflict or inconsistency between any CDSP-Related Provision and any provision contained in the DSC, the CDSP-Related Provision shall take precedence.
3.6 The CDSP shall not be, or be appointed as, agent of any Customer except to the extent that the Applicable Network Code or a CDSP Service Document expressly provides that the CDSP shall be, and be appointed as, agent of such Customer.
3.7 To the extent that the Applicable Network Code or a CDSP Service Document expressly provides that the CDSP shall be, and be appointed as, agent of any Customer, each such Customer:
(a) hereby appoints the CDSP as that Customer's agent; and
(b) agrees to indemnify and keep indemnified and hold harmless the CDSP in respect of any claim, loss, demand, expenses (including legal costs and expenses), fines or other liability incurred or suffered by the CDSP or its directors or personnel whatsoever and howsoever arising as a result of or in connection with the CDSP's performance of such agency to the extent that the CDSP was acting within the scope of such agency.
3.8 The CDSP shall provide or otherwise procure the CDSP Services effectively to help facilitate the efficient and integrated operation of the gas industry.
Key Provisions. 3.1 The CDSP shall provide Services to Customers in accordance with the DSC.
3.2 Each Customer shall pay Service Charges to the CDSP in accordance with the DSC.
3.3 Each of the DSC Service Documents is hereby given effect and forms an integral part of the DSC; and the Parties shall be bound by, and each Party agrees to comply with, each of the DSC Service Documents.
3.4 Each Relevant Provision of the Uniform Network Code is given effect and made binding as between the CDSP and each Customer to whom such Relevant Provision applies as if the Relevant Provision were incorporated into the DSC.
3.5 The CDSP shall not be, or be appointed as, agent of any Customer except to the extent that the Uniform Network Code or a DSC Service Document expressly provides that the CDSP shall be, and be appointed as, agent of such Customer.
3.6 To the extent that the Uniform Network Code or a DSC Service Document expressly provides that the CDSP shall be, and be appointed as, agent of any Customer, each such Customer:
(a) hereby appoints the CDSP as that Customer's agent; and
(b) agrees to indemnify and keep indemnified and hold harmless the CDSP in respect of any claim, loss, demand, expenses (including legal costs and expenses) fines or other liability incurred or suffered by the CDSP or its directors or personnel whatsoever and howsoever arising as a result of or in connection with the CDSP's performance of such agency.
Key Provisions. 2.1 This Agreement shall:
(a) subject to Clauses 2.4 and 2.5, commence on the Effective Date; and
(b) continue in full force and effect until terminated in accordance with its terms.
2.2 The CDSP shall provide the UK Link User Services to the Customer in accordance with this Agreement.
2.3 The Customer shall pay the Charges to the CDSP in accordance with this Agreement.
2.4 Clauses [2.2 and 4.2[2]] of this Agreement are conditional upon the satisfaction of the Conditions Precedent[3]. The CDSP may in its sole discretion at any time agree to waive compliance with any of the Conditions Precedent by giving the Customer notice in writing.
2.5 To the extent that the Conditions Precedent have not been satisfied as at the Effective Date:
(a) the Customer shall satisfy, or procure the satisfaction of, the Conditions Precedent as soon as is reasonably practicable; and
(b) if all of the Conditions Precedent are not satisfied within six (6) months after the Effective Date, the CDSP may give notice to the Customer to terminate this Agreement and this Agreement shall automatically terminate upon such notice.
Key Provisions. The agreement has a four year term from April 1/12 to March 31/16 with a general reopener for last 2 years. It provides funding of $49 million for the first year and $51 million for the second year.
Key Provisions. You acknowledge and agree to the following: Law Enforcement Requests and Competing Ownership Claims. Section 7 (Law Enforcement Requests and Competing Claims) includes terms and conditions pursuant to which GIA may not return to you an Article that was submitted by you to GIA, including without limitation because law enforcement has requested that GIA retain possession of the Article or because someone else claims to own the Article.
Key Provisions. Hearst will pay a production service fee of $4,000,000 during the first year of the term, $4,150,000 during the second year, and $4,300,000 during the third year. This fee will entitle Hearst to: production services for the Magazine Websites at least comparable to those currently offered; construction and hosting of advertising merchandise sites at least comparable to those currently existing and hosted by third parties; the redesign of existing Magazine Websites as well as advertising merchandising sites to ensure that those sites are transportable; and redesign of the Magazine Websites in a manner to be mutually determined and that will make the branding of the magazines more prominent. All advertising inventory on the Magazine Websites will be sold by iVillage. iVillage shall be entitled to a commission on sales of magazine subscriptions generated through links from the Magazine Websites (but not from sales resulting from direct links to Hearst’s subscription fulfillment provider from third party distribution partners “Non-Commissionable Subscription Sales”). Hearst shall be entitled to participate in advertising revenue generated by the Magazine Websites each year as reflected in the annexed chart. Hearst shall also be entitled to an advertising revenue guarantee each year, reducible on the basis of net paid subscription revenue as set forth on the annexed chart. Hearst’s participation shall vary depending on the level of net paid subscription sales in accordance with the annexed chart. iVillage’s commission on subscription sales shall be subject to increase as set forth in the annexed chart based on the number of net paid subscriptions sold each year. In the event that net paid subscription revenue in the second year of the term is less than the greater of $3,500,000 or 250,000 paid orders (the “Subscription Threshold”), iVillage shall not be entitled to any commission on subscription sales during the third year of the term. Non-Commissionable Subscription Sales shall be credited to the level of net paid subscription revenue with respect to yearly calculation of reductions in the advertising royalty guarantee but not with respect to calculation of reduction in the advertising royalty percentage to which Hearst is entitled, nor to calculation of the increase in iVillage’s commission fee, nor towards the Subscription Threshold. Hearst shall be entitled to enter into content distribution arrangements with third parties with respect to content appearing o...
