Kxxx Sample Clauses

Kxxx. In the event of entitlement to a Severance Benefit and the Executive then participates in KXXX, the Company shall pay to the Executive an amount in a single cash payment within thirty (30) days of the Effective Date of Termination equal to the amount determined as the sum of (i) any earned but unpaid KXXX amounts and (ii) with respect to any KXXX opportunities for any then uncompleted KXXX Performance Periods, at the highest achievement measure for each of such uncompleted KXXX Performance Periods.
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Kxxx. XxXxx shall promptly notify the Buyer in writing of (i) any breach of the Kxxx-XxXxx Warranties which becomes known to it after the date of this Agreement but before Completion and (ii) any circumstances, facts or matters which arise following execution of this Agreement and become known to it prior to Completion which, in relation to any of the Kxxx-XxXxx Warranties to be repeated at Completion pursuant to clause 7.2, would if subsisting at Completion be inconsistent with any of those warranties (as repeated). The Parties agree that the Disclosure Letter shall be deemed (other than in respect of the Title Warranties and other than for the purposes of clause 7.6) to be amended with effect on and from the date of this Agreement to reflect such circumstances, facts or matters described in (ii) above. Such notice shall state that it is served pursuant to this clause 7.5. Any circumstances, facts or matters referred to in such notice shall not constitute a disclosure against any of the Title Warranties of Part A of Schedule 2 or for the purposes of clause 7.6.
Kxxx. XxXxx shall (and shall procure that any of its Connected Persons shall) make all reasonable endeavours to pursue claims and/or other remedies against any third parties (including insurers) who may have any liability to Kxxx-XxXxx or any of its Connected Persons (other than the Target Companies) in respect of any Environmental Liabilities and/or Decommissioning Liabilities and/or any Losses and Expenses associated therewith.
Kxxx. XxXxx shall indemnify and keep indemnified the Buyer and each of its Affiliates against any and all costs arising in respect of any liability incurred by the Buyer or any member of the Buyer's Group in relation to the payment of any bonuses to any Employee, contractor or consultant in connection with the sale of KM Norway and KM GB.
Kxxx. Xxxxxxx Xxxxet" -------------------------------- --------------------------------- Scott A. Kumf Nouvelle Holding Guyomaxx'x X.X. By: Olivier Suquet ----------------------------- Its: ----------------------------- Schedule I ----------------------------------------------------------------------------------------- Total (Shares In-the-Money and in-the- Name/ Address No. of Shares Options Money Options) Encumbrances ------------- ------------- ------- -------------- ------------ ----------------------------------------------------------------------------------------- ----------------------------------------------------------------------------------------- Arthur J. McEvily c/o Opta Food Ingredients, Inc. 25 Wiggins Avenue Bxxxxxx, XX 00000 90,325 160,000 000,325 ----------------------------------------------------------------------------------------- ----------------------------------------------------------------------------------------- William P. Carmichael 808 South Garfield Hinsdale, IL 60521 00,000 05,000 00,000 ----------------------------------------------------------------------------------------- ----------------------------------------------------------------------------------------- A.S. Clausi 26 Nearwater Lane Riverside, CT 06878 24,444 00,000 00,000 ----------------------------------------------------------------------------------------- ----------------------------------------------------------------------------------------- Scott A. Kumf c/o Opta Food Ingredients, Inc. 25 Wiggins Avenue Bedfoxx, XX 00000 20,631 145,000 000,631 ----------------------------------------------------------------------------------------- ----------------------------------------------------------------------------------------- Harry Fields c/o Fields Associates 28 Stonewall Lane Mamaroneck, NY 10000 11,500 15,000 00,000 -----------------------------------------------------------------------------------------

Related to Kxxx

  • WHEXXXX xs xxxx of a plan of reorganization, RESTART PARTNERS, L.P., a Delaware Limited Partnership ("Restart"), may acquire an ownership interest in Elsinore Corporation ("Elsinore") or the Four Queens, Inc. ("FQI");

  • WHXXXXX the Fund is registered with the Securities and Exchange Commission ("SEC") as an open-end management investment company under the Investment Company Act of 1940, as amended (the "1940 Act"); and

  • WHERXXX xx xxx xxxxxxx xxxxxx xx xxx xxxxxxxx, the Seller purchases certain retail installment sale contracts secured by new and used automobiles and light duty trucks from motor vehicle dealers.

  • Xxxxxx Xxxx Xxxxx Raysman & Xxxxxxx LLP, counsel for the Issuer, MP Renaissance and Mon Power, shall have furnished to the Representatives their written opinion, dated the Closing Date and in form and substance reasonably acceptable to the Representatives, addressing the matters set forth in Exhibit 10(j) and such other matters as the Representatives may reasonably request.

  • Xxxxx Xxxx Xxxxxx Kanarek -------------------------------------- Xxx: 000-000-6406 Print Name: Sven H. Borho Fxx: 000-000-6444 Print Tixxx: Xxxxxxx; OrbiMed Advisors LLC Subscriptiox Xxxxxx: $023,710.69 ------------------- Shares Purchased: 49,673 ----------------------- SECURITY DELIVERY INSTRUCTIONS (IF DIFFERENT THAN NOTICE ADDRESS) [PURCHASER SIGNATURE PAGES TO SECURITIES PURCHASE AGREEMENT] KNIGHTSBRIDGE POST VENTURE IV L.P. --------------------------------------- Address for Notice: Print Entity Name ------------------ OrbiMed Advisors LLC 767 Third Avenue 00xx Xxxxx Xxx Xxxx, XX 00000

  • WXXXXXX (0) Xx xxxxxx xx x Xxxx (xx xxxxxxx, varied, supplemented or novated from time to time the "Current Issuer Deed of Charge") dated 22 September 2004 between Granite Mortgages 04-3 plc, The Bank of New York as Note Trustee and others, provision was made for the execution by the Principal of this Power of Attorney.

  • Xxxxx Xxxxxx Notary Public My Commission expires October 4, 2010 EXHIBIT A FORM OF ASSIGNMENT AND CONVEYANCE AGREEMENT On this _____ day of __________ 20___, FOR GOOD AND VALUABLE CONSIDERATION, THE RECEIPT AND SUFFICIENCY OF WHICH IS HEREBY ACKNOWLEDGED, XXXXX FARGO BANK, N.A. (the "Seller") as the Seller under that certain Second Amended and Restated Master Mortgage Loan Purchase Agreement, ("Purchase Agreement") and as the Company under that certain Second Amended and Restated Master Seller's Warranties and Servicing Agreement (the "Servicing Agreement") each dated as of May 1, 2006, (collectively, the "Agreements"), the terms of which are incorporated by reference herein, does hereby sell, transfer, assign, set over and convey to Bank of America, National Association as the Purchaser (the "Purchaser") under the Agreements, and Purchaser hereby accepts from Seller, without recourse, but subject to the terms of the Agreements, all right, title and interest of, in and to each of the (i) Company Mortgage Loans listed on the related Mortgage Loan Schedule attached hereto as Schedule I, (ii) Exception Mortgage Loans, identifying the related exceptions, listed on the Mortgage Loan Schedule attached hereto as Schedule II and (iii) Third-Party Mortgage Loans listed on the Mortgage Loan Schedule attached hereto as Schedule III (collectively, the "Mortgage Loan"), together with the Custodial Mortgage Files and all rights and obligations arising under the documents contained therein. Pursuant to Section 2.03 of the Servicing Agreement, the Seller has delivered to the Custodian the documents REQUIRED TO BE DELIVERED UNDER THE AGREEMENTS for each Mortgage Loan to be purchased. The Servicing Files and the Retained Mortgage Files retained by the Seller pursuant to Section 2.01 of the Servicing Agreement shall be appropriately marked to clearly reflect the sale of the related Mortgage Loans to the Purchaser. The Company hereby makes the representations and warranties set forth in Section 3.01 and for each of the Mortgage Loans, Section 3.02 of the Servicing Agreement as of the date hereof. Attached hereto as Exhibit A is a copy of the Third-Party Underwriting Guidelines relating to the Third-Party Mortgage Loans listed on the Mortgage Loan Schedule attached hereto as Schedule III. Capitalized terms used herein and not otherwise defined shall have the meanings set forth in the Agreements. BANK OF AMERICA, XXXXX FARGO BANK, N.A. NATIONAL ASSOCIATION PURCHASER COMPANY By: By: ---------------------------------- ----------------------------------- Name: Name: -------------------------------- --------------------------------- Title: Title: ------------------------------- -------------------------------- Exhibit A-1 SCHEDULE I COMPANY MORTGAGE LOANS MORTGAGE LOAN SCHEDULE Exhibit A-2 SCHEDULE II EXCEPTION MORTGAGE LOANS MORTGAGE LOAN SCHEDULE Exhibit A-3 SCHEDULE III THIRD-PARTY MORTGAGE LOANS MORTGAGE LOAN SCHEDULE Exhibit A-4 EXHIBIT A THIRD-PARTY UNDERWRITING GUIDELINES Exhibit A-5 EXHIBIT B FORM OF ASSIGNMENT, ASSUMPTION AND RECOGNITION AGREEMENT ____________, 20__ ASSIGNMENT, ASSUMPTION AND RECOGNITION AGREEMENT (this "Agreement"), dated ___________________, 20__ among _________________, a _________________ corporation having an office at _________________ ("Assignor") and _________________, having an office at _________________ ("Assignee") and Xxxxx Fargo Bank, N.A. (the "Company"), having an office at 0 Xxxx Xxxxxx, Xxx Xxxxxx, Xxxx 00000-0000: For and in consideration of the sum of one dollar ($1.00) and other valuable consideration the receipt and sufficiency of which are hereby acknowledged, and of the mutual covenants herein contained, the parties hereto hereby agree as follows:

  • Xxxxxx Xxxxx The Employee understands that Data may be transferred to the Corporation or any of its Affiliates, or to any third parties assisting in the implementation, management and administration of the Plan, including any transfer required to a broker or other third party with whom shares of common stock acquired under the Plan or cash from the sale of such shares may be deposited. Furthermore, the recipients that may receive, possess, use, retain, and transfer such Data may be located in Italy or elsewhere, including outside the European Union, and the recipients’ country (e.g., the United States) may have different data privacy laws and protections than Italy. The processing activity, including transfer of Data abroad, including outside of the European Economic Area, as herein specified and pursuant to applicable laws and regulations, does not require the Employee’s consent thereto as the processing is necessary to performance of contractual obligations related to implementation, administration, and management of the Plan. The Employee understands that Data processing related to the purposes specified above shall take place under automated or non-automated conditions, anonymously when possible, that comply with the purposes for which Data is collected and with confidentiality and security provisions as set forth by applicable laws and regulations, with specific reference to Legislative Decree no. 196/2003. The Employee understands that Data will be held only as long as is required by law or as necessary to implement, administer and manage the Employee’s participation in the Plan. The Employee understands that, pursuant to Section 7 of the Legislative Decree no. 196/2003, he or she has the right to, including but not limited to, access, delete, update, correct, or terminate, for legitimate reason, the Data processing. Furthermore, the Employee is aware that Data will not be used for direct marketing purposes. In addition, Data provided can be reviewed and questions or complaints can be addressed by contacting the Employee’s local human resources representative. Plan Document Acknowledgment In accepting the grant of this option, the Employee acknowledges that he or she has received a copy of the Plan and the Award Agreement and has reviewed the Plan and the Award Agreement, including this Appendix A, in their entirety and fully understands and accepts all provisions of the Plan and the Award Agreement, including this Appendix A. The Employee acknowledges that he or she has read and specifically and expressly approves the following sections of the Award Agreement: Section 2(d) on Payment of Withholding Taxes; Section 5 on No Right of Continued Employment; Section 9 on Delaware Law to Govern; the section on Acknowledgment of Conditions; and the Data Privacy Notice and Consent section included in this Appendix A. Exchange Control Information The Employee is required to report in his or her annual tax return: (a) any transfers of cash or shares of common stock to or from Italy exceeding €10,000 or the equivalent amount in U.S. dollars; and (b) any foreign investments or investments (including proceeds from the sale of shares of common stock acquired under the Plan) held outside of Italy exceeding €10,000 or the equivalent amount in U.S. dollars, if the investment may give rise to income in Italy. The Employee is exempt from the formalities in (a) if the investments are made through an authorized broker resident in Italy, as the broker will comply with the reporting obligation on the Employee’s behalf.

  • Xxxxx Xxxxx The Xxxxx Xxxxx is the price per Share set forth above.

  • Xxxxxx Xxx Xxxxxx Xxx, a federally chartered and privately owned corporation organized and existing under the Federal National Mortgage Association Charter Act, or any successor thereto.

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