Returning Company Documents I agree that, at the time of leaving the employ of the Company, I will deliver to the Company (and will not keep in my possession, recreate or deliver to anyone else) any and all devices, records, data, notes, reports, proposals, lists, correspondence, specifications, drawings blueprints, sketches, materials, equipment, other documents or property, or reproductions of any aforementioned items developed by me pursuant to my employment with the Company or otherwise belonging to the Company, its successors or assigns. In the event of the termination of my employment, I agree to sign and deliver the “Termination Certification” attached hereto as Exhibit C.
Lost Checks Any paycheck that is lost after receipt or that is not delivered within seven (7) days of mailing, shall be replaced not later than five (5) working days following the unit member's written request to the Payroll Department for replacement of the check. For unit members who have automatic deposit, any pay warrant not deposited on the date of the automatic deposit shall be replaced not later than three (3) working days following the unit member’s written request to the Payroll Department for replacement of the check.
Returned Checks In the event that any check or other order for the payment of money is returned unpaid for any reason, Transfer Agent or its agent will: (i) give prompt notice of such return to the relevant Fund or its designee; (ii) place a stop transfer order against all Shares issued as a result of such check or order; and (iii) take such actions as Transfer Agent may from time to time deem appropriate.
Subsidiaries and Equity Investments (a) Section 4.4 of the Disclosure Schedule sets forth (i) the name of each direct or indirect Subsidiary of Xxxxx Fargo; (ii) the name of each corporation, partnership, joint venture or other entity in which Xxxxx Fargo or any of its Subsidiaries has, or pursuant to any agreement has the right to acquire at any time by any means, a material equity interest or investment; (iii) in the case of each of the Subsidiaries of Xxxxx Fargo and such other entities described in the foregoing clauses (i) and (ii) that is a corporation, (A) the jurisdiction of incorporation, (B) the capitalization thereof and (C) the percentage of each class of voting stock or other equity security owned on a fully-diluted basis by Xxxxx Fargo or any of its Subsidiaries on the date hereof; and (iv) in the case of each of such unincorporated entities, the equivalent of the information provided pursuant to the preceding clause (iii) with regard to corporate entities.
(b) All of the outstanding shares of capital stock of each direct or indirect Subsidiary of Xxxxx Fargo have been duly authorized and validly issued, are fully paid and non-assessable, have not been issued in violation of any preemptive rights and (except as specified in Section 4.4 of the Disclosure Schedule) are owned of record and beneficially, directly or indirectly, by Xxxxx Fargo or its Subsidiaries specified in Section 4.4 of the Disclosure Schedule, free and clear of any Liens. There is no other security outstanding that has presently, or upon the occurrence of any event would have, the right to vote with Xxxxx Fargo as the holder of the voting stock of such Subsidiaries on any matter.
(c) There are no options, warrants, calls, subscriptions, conversion or other rights, agreements or commitments obligating any of the direct or indirect Subsidiaries of Xxxxx Fargo to issue any additional shares of capital stock of such Subsidiary or any other securities convertible into, exchangeable for or evidencing the right to subscribe for any shares of such capital stock. There are no outstanding rights allowing any Person to otherwise participate in the equity of any Subsidiary of Xxxxx Fargo.
RETURNED CHECKS (NON-SUFFICIENT FUNDS) If the Tenant pays the Rent with a check that bounces due to insufficient funds: (check one)
Company Subsidiaries; Equity Interests (a) The Company Disclosure Letter lists each Company Subsidiary and its jurisdiction of organization. Except as specified in the Company Disclosure Letter, all the outstanding shares of capital stock or equity investments of each Company Subsidiary have been validly issued and are fully paid and nonassessable and are as of the date of this Agreement owned by the Company, by another Company Subsidiary or by the Company and another Company Subsidiary, free and clear of all Liens.
(b) Except for its interests in the Company Subsidiaries, the Company does not as of the date of this Agreement own, directly or indirectly, any capital stock, membership interest, partnership interest, joint venture interest or other equity interest in any person.
Company Lock Up Agreements The Company, on behalf of itself and any successor entity, agrees that, without the prior written consent of the Placement Agent, it will not for a period of thirty (30) days after the date of this Agreement (the “Lock-Up Period”), (i) offer, pledge, sell, contract to sell, sell any option or contract to purchase, purchase any option or contract to sell, grant any option, right or warrant to purchase, lend, or otherwise transfer or dispose of, directly or indirectly, any ADSs, Ordinary Shares or other capital stock of the Company or any securities convertible into or exercisable or exchangeable for ADSs, Ordinary Shares or such other shares of capital stock of the Company; (ii) file or cause to be filed any registration statement with the Commission relating to the offering of any ADSs, Ordinary Shares or other shares of capital stock of the Company or any securities convertible into or exercisable or exchangeable for shares of capital stock of the Company; or (iii) complete any offering of debt securities of the Company, other than entering into a line of credit with a traditional bank or (iv) enter into any swap or other arrangement that transfers to another, in whole or in part, any of the economic consequences of ownership of ADSs, Ordinary Shares or other capital stock of the Company, whether any such transaction described in clause (i), (ii), (iii) or (iv) above is to be settled by delivery of ADSs, Ordinary Shares or other shares of capital stock of the Company or such other securities, in cash or otherwise. The restrictions contained in this Section 3.18 shall not apply to (i) the ADSs, Ordinary Shares and the Placement Agent’s Warrant, (ii) the issuance by the Company of ADSs upon the exercise of the Placement Agent’s Warrant or a stock option or warrant or the conversion of a security outstanding on the date hereof, or issuable pursuant to currently existing undertakings of the Company, which is disclosed in the Registration Statement, Disclosure Package and Prospectus, provided that such options, warrants, and securities have not been amended since the date of this Agreement to increase the number of such securities or to decrease the exercise price, exchange price or conversion price of such securities or to extend the term of such securities, (iii) the issuance by the Company of stock options, shares of capital stock of the Company or other awards under any equity compensation plan of the Company, provided that the underlying shares shall be restricted from sale during the entire Lock-Up Period; and (iv) transactions with members of the management and/or the board of directors of the Company, involving the issuance of equity securities of the Company in consideration of cash, provided that the underlying shares shall be restricted from sale during the entire Lock-Up Period.
Credit Checks 9.1 The Reseller agrees that:
(a) When the Reseller applies to Voip-Unlimited to open an account, Voip-Unlimited may check the following records about the Reseller and its business partners:
(i) Voip-Unlimited’s own;
(ii) Personal and business records at credit reference agencies (CRAs). When CRAs receive a search from Voip-Unlimited they will place a search footprint on the Reseller’s business credit file that may be seen by other parties including lenders. They supply to Voip-Unlimited both public (including the electoral register) and shared credit and fraud prevention information; and
(iii) those at fraud prevention agencies (FPAs);
(b) For directors, Voip-Unlimited may seek confirmation, from credit reference agencies, that the residential address provide is the same as that shown on the restricted register of directors' usual addresses at Companies House;
(c) Voip-Unlimited may make checks such as assessing the Reseller’s application and verifying identities to prevent and detect crime and money laundering. Voip-Unlimited may also make periodic searches at CRAs and FPAs to manage the Reseller’s account with it;
(d) Information on applications will be sent to CRAs and will be recorded by them. Including information on the Reseller’s business and its proprietors and CRAs may create a record of the name and address of the Reseller’s business and its proprietors if there is not one already. Where the Reseller borrows from us, we will give details of the Reseller’s accounts and how the Reseller manages it/them to CRAs;
(e) If the Reseller borrows and does not repay in full and on time, CRAs will record the outstanding debt. This information may be supplied to other organisations by CRAs and FPAs to perform similar checks and to trace the Reseller’s whereabouts and recover debts that the Reseller owes. Records remain on file for 6 years after they are closed, whether settled by the Reseller or defaulted;
(f) If the Reseller gives Voip-Unlimited false or inaccurate information and Voip-Unlimited suspect or identifies fraud Voip-Unlimited will record this and may also pass this information to FPAs and other organisations involved in crime and fraud prevention;
(g) If the Reseller has borrowed from Voip-Unlimited and does not make payments that it owes Voip- Unlimited, Voip-Unlimited may trace the Reseller’s whereabouts and recover debts;
(h) Voip-Unlimited and other organisations may access and use from other countries the information recorded by fraud prevention agencies; and
(i) The Reseller’s data may also be used for other purposes for which the Reseller gives specific permission or, in very limited circumstances, when required by law or where permitted under the terms of the Data Protection Xxx 0000.
CHECK-IN AND CHECK-OUT 8.11.1 Specific check-in information will be provided to all Resident students via the Residential Life website (xxxxx://xxxxxxx.xxxxx.xxx). A resident planning to check-in after the stated arrival period, must notify Residential Life prior to the stated check-in time.
8.11.2 Each Resident is given a room key or card access to the apartment/room, and electronic card access to the building through their ID card or a key to the outside/foyer door. Residents may receive additional keys within specific areas of campus, such as mailbox keys. Residents who lose their room or mailbox key, or fail to return keys upon vacating the room, will be charged accordingly.
Cash and Cash Equivalents As of any date of determination, the sum of (a) the aggregate amount of unrestricted cash then actually held by the Borrower or any of its Subsidiaries, (b) the aggregate amount of unrestricted cash equivalents (valued at fair market value) then held by the Borrower or any of its Subsidiaries and (c) the aggregate amount of cash then actually held by the Borrower or any of its Subsidiaries in the form of tenant security deposits, but only to the extent such tenant security deposits are included as a liability on the Borrower’s Consolidated balance sheet, escrows and reserves. As used in this definition, (i) “unrestricted” means the specified asset is not subject to any Liens in favor of any Person, and (ii) “cash equivalents” means that such asset has a liquid, par value in cash and is convertible to cash on demand. Notwithstanding anything contained herein to the contrary, the term Cash and Cash Equivalents shall not include the Loan. CERCLA. See §7.18.
