Nature of Arrangement. The Participant’s rights under this Restricted Stock Unit Agreement shall be only contractual in nature unsecured by any assets of the Company or any Subsidiary. The Company shall not be required to segregate any specific funds, assets or other property from its general assets with respect to the Restricted Stock Units. The Participant shall have no rights under this Restricted Stock Unit Agreement other than as an unsecured general creditor of the Company. To the extent that this Restricted Stock Unit Agreement provides for a deferral of compensation within the meaning of Section 409A of the Code, this Restricted Stock Unit Agreement is intended to comply with Section 409A of the Code and shall be interpreted consistent with such intent. References in this Restricted Stock Unit Agreement to Section 409A of the Code also shall be deemed to include reference to applicable regulations or other authoritative guidance thereunder, and any amendments or successor provisions to such section, regulations or guidance. To the extent applicable, each and every payment made pursuant to this Restricted Stock Unit Agreement shall be treated as a separate payment and not as one of a series of payments treated as a single payment for purposes of Section 409A of the Code. Notwithstanding the foregoing, the Company does not guarantee to the Participant that this Restricted Stock Unit Agreement complies with or is exempt from Section 409A, and shall not indemnify or hold harmless the Participant with respect to any tax consequences that arise from any such failure under Section 409A of the Code.
Nature of Arrangement. During the term of this Agreement NextCard shall be the exclusive fee-for-origination credit card originator for the Bank. NextCard may enter into other fee-for-origination agreements with other financial institutions.
Nature of Arrangement. The arrangement between the parties shall be exclusive for MF Heritage Products. The parties agree that they shall not have any similar arrangements with any other person during the currency of this Letter Agreement for sale of tractors within the Territory save that this arrangement shall not cover any tractors built in AGCO proprietary sites or supported by other AGCO brands. In the event of AGCO deciding to source the MF Heritage Products from its own manufacturing locations, it shall serve upon TAFE 60 days’ notice in writing of its intent to do so. Within 120 days of receipt of such notice, TAFE shall have the option to terminate this Letter Agreement by the issue of three months’ notice in writing.
Nature of Arrangement. INTELLIGENT’s rights under this Agreement shall be only contractual in nature unsecured by any assets of the Company. The Company shall not be required to segregate any specific funds, assets or other property with respect to the Restricted Stock Units. To the extent that this Agreement provides for a deferral of compensation within the meaning of Section 409A of the Internal Revenue Code of 1986, as amended, this Agreement is intended to comply with Section 409A of the Code and shall be interpreted consistent with such intent.
Nature of Arrangement. The Company and Parent acknowledge and agree that the agreements contained in this Section 7.05 are an integral part of the transactions contemplated by this Agreement, and that, without these agreements, the Company and Parent would not have entered into this Agreement. Accordingly, if the Company or Parent fails to pay when due the amount payable by it pursuant to this Section 7.05, and, in order to obtain such payment, the Company or Parent, as applicable, commences a suit that results in a judgment against the other party for the amounts set forth in this Section 7.05, the Company or Parent, as applicable, shall pay to the other party such party’s costs and expenses (including reasonable attorneys’ fees and expenses) incurred in connection with such suit, together with interest on the terms set forth in this Section 7.05, from the date such payment was required to be made until the date of receipt by the party to which payment is to made of immediately available funds in such amount at the prime rate, published in the Wall Street Journal, in effect on the date such payment was required to be made by the Company or Parent, as applicable, to the other.
Nature of Arrangement. The Recipient’s rights under this Restricted Stock Unit Agreement shall be only contractual in nature unsecured by any assets of the Company or any Subsidiary. The Company shall not be required to segregate any specific funds, assets or other property with respect to the Restricted Stock Units. To the extent that this Restricted Stock Unit Agreement provides for a deferral of compensation within the meaning of Section 409A of the Code, this Restricted Stock Unit Agreement is intended to comply with Section 409A of the Code and shall be interpreted consistent with such intent. Any right to receive installment payments hereunder shall be treated as a right to receive a series of separate payments in accordance with Section 409A of the Code. Notwithstanding the foregoing, the Company does not guarantee to the Recipient that this Restricted Stock Unit Agreement complies with or is exempt from Section 409A, and shall not indemnify or hold harmless the Recipient with respect to any tax consequences that arise from any failure to comply with or meet an exemption under Section 409A of the Code.
Nature of Arrangement. 1.1. HOSPITAL shall provide SCHOOL with professional nursing services on an as needed basis. Professional Nursing Services are defined in Schedule A attached hereto and incorporated herein. Services will be available Monday through Friday between the hours of 07:30 a.m. and 16:00 p.m. and at such other hours as are mutually agreed to between SCHOOL and HOSPITAL to meet the needs of students and staff. Services will not be available on weekends or recognized holidays unless mutually agreed to by the parties. Such recognized holidays currently include: New Year's Day, Memorial Day, July 4th, Labor Day, Thanksgiving Day, and Christmas Day. SCHOOL and HOSPITAL will cooperate in developing a mutually agreeable schedule of times and dates SCHOOL requires Services outside of the school year calendar.
Nature of Arrangement. The Non-Employee Director’s rights under this Deferred RSU Agreement shall be only contractual in nature unsecured by any assets of the Company or any Subsidiary. The Company shall not be required to segregate any specific funds, assets or other property from its general assets with respect to the Restricted Stock Units. The Non-Employee Director shall have no rights under this Deferred RSU Agreement other than as an unsecured general creditor of the Company. This Restricted Stock Unit Agreement is intended to comply with Section 409A of the Code and shall be interpreted consistent with such intent. References in this Deferred RSU Agreement to Section 409A of the Code also shall be deemed to include reference to applicable regulations or other authoritative guidance thereunder, and any amendments or successor provisions to such section, regulations or guidance. Notwithstanding the foregoing, the Company does not guarantee to the Non- Employee Director that this Deferred RSU Agreement complies with or is exempt from Section 409A of the Code, and shall not indemnify or hold harmless the Non-Employee Director with respect to any tax consequences that arise from any such failure under Section 409A of the Code. Securities Laws . Notwithstanding any provision herein to the contrary or in the Plan, the Company shall be under no obligation to issue any shares of Common Stock to the Non-Employee Director pursuant to this Deferred RSU Agreement unless and until the Company has determined that such issuance is either exempt from registration, or is registered, under the Securities Act of 1933, as amended, and is either exempt from registration and qualification, or is registered or qualified, as applicable, under all applicable state securities or “blue sky” laws. Nothing in this Deferred RSU Agreement shall be construed to obligate the Company at any time to file or maintain a registration statement under the Securities Act of 1933, as amended, or to effect similar compliance under any applicable state laws with respect to the Common Stock that may be issued pursuant to this Deferred RSU Agreement. The Company may require that the Non-Employee Director make such representations and agreements and furnish such information as the Company deems appropriate to assure compliance with applicable legal and regulatory requirements. Resolution of Disputes; Interpretation . Subject to the Plan, the Board of Directors shall have the full and exclusive authority and discretion ...
Nature of Arrangement. The Recipient’s rights under this Restricted Stock Unit Agreement shall be only contractual in nature unsecured by any assets of the Company or any Subsidiary. The Company shall not be required to segregate any specific funds, assets or other property with respect to the Restricted Stock Units. To the extent that this Restricted Stock Unit Agreement provides for a deferral of compensation within the meaning of Section 409A of the Internal Revenue Code of 1986, as amended (the “Code”), this Restricted Stock Unit Agreement is intended to comply with Section 409A of the Code and shall be interpreted consistent with such intent. Notwithstanding the foregoing, the Company does not guarantee to the Recipient that this Restricted Stock Unit Agreement complies with or is exempt from Section 409A, and shall not indemnify or hold harmless the Recipient with respect to any tax consequences that arise from any failure to comply with or meet an exemption under Section 409A of the Code.
Nature of Arrangement. 15.1 This ISA is entered into by the parties under section 60E of the ESC Act and section 133 of
15.2 This ISA applies in relation to any sharing or exchanging of information held by the parties, only to the extent that the information falls within the scope of clause 16.
15.3 The parties shall only share information under this ISA consistent with the laws of the State of Victoria in relation to the use and disclosure of information, including the Privacy and Data Protection Act 2014 (Vic).
15.4 This ISA does not require or authorise a party to use or disclose information if a party reasonably believes that doing so may be inconsistent with the laws applying in the State of Victoria.
15.5 Nothing in this ISA is intended to change or modify any law which may otherwise bind or regulate a party in relation to the collection, storage, retention, use or disclosure of any information.
15.6 Without limiting clauses 3.2 and 15.5, this ISA:
(a) does not limit the matters set out in section 60E(8) of the ESC Act, including the giving of infomiation with the written authority of the person to whom the information relates; and
(b) does not in any way prevent or inhibit either party from obtaining information by other lawful means.
