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. 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. 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. 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. This Agreement constitutes permission only to use the Premises and it confers no tenancy or other right of occupation on the Hirer, and no relationship of landlord and tenant exists between the Owner and the Hirer.
Nature of Arrangement. 15.1 This ISA is entered into by the parties under section 60E of the ESC Act and section 133 of the ACLFTA, for the purpose of sharing or exchanging information held by the parties.
Nature of Arrangement. Consultant retired from the Company on May 29, 2011. Such retirement shall be a “termination of employment” under Consultant’s October 30, 2010 Second Amended and Restated Employment Agreement between Consultant and the Company (“Employment Agreement”). Consultant and the Company have agreed that following Consultant’s retirement from the Company, Consultant will provide part-time non-employee consulting and advisory services as assigned by the Company’s Chief Administrative Officer (“CAO”), including but not limited to, advisory work on (a) specified human resources matters, (b) investor relations matters upon request, and (b) strategic projects, including specified mergers and acquisitions activity (the “Services”). Consultant shall report to the CAO in performing the Services. Consultant shall provide Services at the request of the CAO for a six (6) month period beginning on May 30, 2011 and ending on November 30, 2011. Notwithstanding the foregoing, either Consultant or the Company may terminate this Agreement upon 60 days’ prior written notice to the other party. It is intended that the level of bona fide services Consultant will perform on and after May 30, 2011 for the Company will permanently decrease to no more than twenty (20) percent of the average level of bona fide services performed (whether as an employee or an independent contractor) over the immediately preceding thirty-six (36) month period, and the Company and Consultant will cooperate to ensure this result. As a result, it is contemplated that the Consultant will experience a Separation from Service, within the meaning of Section 409A of the Internal Revenue Code of 1986, as amended (the “Code”) at the end of the day on May 29, 2011. For purposes of determining the Consultant’s level of past and future services, the “Company” shall include the Company and (i) any corporation that is a member of a controlled group of corporations (as defined by Section 414(b) of the Code) that includes the Company, and (ii) any trade or business (whether or not incorporated) that is under common control (as defined in Code Section 414(c)) with the Company. As applicable for specific programs of Code Section 409A deferred compensation (including, for example, the Voluntary Deferred Compensation Plan and the Nonqualified Pension Plan), a lower ownership level shall be substituted for the 80 percent (80%) ownership level that ordinarily applies in determining controlled group members under Code Sections 414...
