OUTLINED TERMS Sample Clauses

OUTLINED TERMS. Business, Corporate Governance and Important Decisions Business The Company’s business is [insert description] (the “Business”). Governing bodies Shareholders and Management Board. No Supervisory Board. Shareholder matters amending the Articles of Association changing the Share Capital, excluding the existing Shareholders’ pre-emptive right to subscribe for new Shares, options, convertible loans, other instruments giving their holders the right to acquire any Shares issuing convertible note, entering into convertible loan agreement, changing any material terms of any such transaction approving, and changing any material terms of, any option plan entering into, and changing any material terms of, any option agreement, except in accordance with previously approved option plan entering into any other agreement granting any person a right to acquire any share, changing any material terms of such transaction acquiring own Shares and transferring such Shares deciding on merger, division, transformation or dissolution disposal of all or substantially all the Company´s assets (including Intellectual Property), or the granting of an exclusive license over all or substantially all the Intellectual Property of the Company distributing profit electing and recalling Management Board members approving annual report electing auditor designating special audit and remuneration of the special auditor taking any of the actions in (i)- (xiv) with respect to any subsidiary of the Company resolving other matters placed within the competence of shareholders by Law, the Articles and this Agreement. Adoption of Shareholder resolutions A resolution in “Shareholder matters” above is adopted if supported by more than [insert] of votes represented by all Shares or a higher majority set forth by mandatory Law. Management Board The Management Board shall consist of 1 to 3 members. Representation right: each member may individually represent the Company. Share Issues and Transfers, Option Pool Pre-emption All Shareholders shall have the right to participate in the issue of new Shares pro rata to their existing shareholdings, unless such right is excluded in accordance with the Articles. Restriction on transfer and encumbrance of shares A Shareholder is entitled to Transfer his Shares or encumber them with any Encumbrance only if such transaction has been approved in advance in writing by all other Shareholders. Option Pool The Company may grant options over the Shares to employees, membe...
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OUTLINED TERMS. 1.1. Job title and reporting
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OUTLINED TERMS. Position, commencement of duties, specific areas of responsibility You are appointed as the [CHOOSE EITHER] [OPTION 1:] [chairman] [OPTION 2:] [member] of the Management Board (“Position”) from [insert] (the “Effective Date”). [OPTIONAL:] Your specific areas of responsibility are described below [list the areas of responsibility]. General duties As from the Effective Date You must perform all duties relating to Your Position that arise from law, this Agreement, Articles of Association, the Shareholders’ Agreement (if existing), Corporate Resolutions and Internal Regulations. You must comply with instructions arising from Corporate Resolutions, subject always to Your duty of care (see Section 2.3.). Remuneration [CHOOSE EITHER] [OPTION 1:] [Your basic remuneration is EUR [insert] gross per month (“Remuneration”) which will be paid monthly no later than on the [insert] day of each month, or on the first working day following the month for which the Remuneration is accounted, by credit transfer into Your nominated bank.] [OPTIONAL:] [In addition to the Remuneration, you are entitled to earn bonuses in accordance with the bonus scheme established by the Supervising Body (as defined below).] [OPTION 2:] [You will not be paid any remuneration for the performance of Your duties1.] Office, support services and other benefits The Company will provide You working equipment necessary for performance of Your duties, including [add list of benefits and conditions of use, for example mobile phone, laptop, company car, other equipment] and will cover related fees, subject to following limits: [insert].
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OUTLINED TERMS. Job title and reporting [CHOOSE EITHER] [OPTION 1:] [You are employed as [add brief job description where this is not self-explanatory].] [OPTION 2:] [You are employed as [add position], but the Company may change Your duties due to its operational needs on the condition that You have the relevant skills and competence. The specific instructions for each project will be sent to You by email.] You must report to [insert] (“Company’s Representative”). Commencement of employment Your employment with the Company and Your period of continuous employment commences on [date]. Probationary period [CHOOSE EITHER] [OPTION 1:] [The first [insert period (maximum 4 months)] months of Your employment is a probationary period (the "Probationary Period").] [OPTION 2:] [No probationary period applies to Your employment.] Place of work [CHOOSE EITHER] [OPTION 1:] [Your normal place of work is at [insert location - town or rural municipality (Est. vald))]. Unless otherwise agreed, You are not required to work outside Your place of work for a continuous period exceeding 30 days.] [OPTION 2:] [You will work remotely. Terms and conditions of remote work are set out in Schedule to this Agreement and/or in the Rules of Working Order]1. Working time You are employed by the Company [CHOOSE EITHER] [OPTION 1:] [full time (40 hours per week)] [OPTION 2:] [part time [insert] hours per week]. The beginning and the end of working hours as well as the breaks therein are established in the Rules of Working Order. Salary and other benefits Your basic salary is EUR [insert salary] gross per month (“Salary”) which will be paid monthly no later than on the [insert] day of each month, by credit transfer into Your nominated bank. You must notify the Company if Your bank account number changes. Pursuant to the law, the Company deducts the income tax, Your share of the unemployment insurance premium and, if applicable, the funded pension premium, from the Salary, and pays social tax and the Company’s share of the unemployment insurance premium on the Salary, in accordance with the procedure and rates provided by law. [OPTIONAL:] [In addition to the Salary, You are entitled to earn bonuses in accordance with the bonus scheme2 established by the Company from time to time.] [OPTIONAL:] [In addition to the Salary, You are entitled to the following benefits3: [add list of benefits and conditions of use, for example mobile phone, la...
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OUTLINED TERMS. Option Grant Date [CHOOSE EITHER] [OPTION 1:] [insert the date on which this Agreement is signed] [OPTION 2:] [Date of the last digital signature given upon signing this Agreement.]
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OUTLINED TERMS. Option Grant Date [insert the date on which this Agreement is signed] Total number of Shares underlying the Option [insert] Shares representing [insert] % of the Fully Diluted Share Capital of the Company on the Grant Date. The Optionholder agrees that the Fully Diluted Share Capital of the Company may change after the Grant Date and he is not protected against dilution. Vesting Vesting Start Date [insert the first day of calendar month immediately following the Grant Date] Vesting Vesting Period: 4 years from the Vesting Start Date 25% of the Shares shall vest on the 1st anniversary of the Vesting Start Date. The remaining 75 % of the Shares shall vest in equal monthly installments over the following three years so that all Shares shall become fully vested on the 4th anniversary of the Vesting Start Date. Acceleration Choose: [No acceleration]/[Double Trigger]/[Single Trigger] Exercise Exercise of Option The Option may be exercised only in the following circumstances: upon Exit or Liquidation after [insert date] upon death of Optionholder The specific Exercise Period applicable to each such situation is set out in Detailed Terms. Exercise Price € [insert amount] per Share Good Leaver and Bad Leaver
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OUTLINED TERMS. 1.1. What is Confidential Information?
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OUTLINED TERMS. 1.1. Your title and reporting 1.2. Start date of the Internship
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OUTLINED TERMS 
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Related to OUTLINED TERMS

  • Defined Terms As used in this Agreement, the following terms have the meanings specified below:

  • Undefined Terms Terms that may appear in this Agreement which are not defined. Parties acknowledge and agree that any such terms shall be construed in accordance with customary usage in the telecommunications industry as of the effective date of this Agreement.

  • Defined Terms; References Unless otherwise specifically defined herein, each term used herein which is defined in the Credit Agreement has the meaning assigned to such term in the Credit Agreement. Each reference to "hereof", "hereunder", "herein" and "hereby" and each other similar reference and each reference to "this Agreement" and each other similar reference contained in the Credit Agreement shall, after this Amendment becomes effective, refer to the Credit Agreement as amended hereby.

  • Other Defined Terms As used in this Agreement, the following terms have the meanings specified below:

  • Use of Defined Terms Unless otherwise defined or the context otherwise requires, terms for which meanings are provided in this Agreement shall have such meanings when used in each other Loan Document and the Disclosure Schedule.

  • INDEX OF DEFINED TERMS 15Ga-1 Notice 21 Accountant’s Due Diligence Report 16 Affected Loan(s) 19 Agreement 1 Bank of America Lender Successor Borrower Right 22 Xxxx of Sale 2 Certificate Administrator 1 Certificate Purchase Agreement 1 Certificates 1 Closing Date 2 Collateral Information 11 Crossed Mortgage Loans 18 Cure Request 17 Custodian 1 Defective Mortgage Loan 18 Dispute 21 Final Judicial Determination 21 Final Memorandum 2 Indemnification Agreement 14 Initial Purchasers 1 Master Servicer 1 Material Breach 17 Material Document Defect 17 Mortgage File 3 Mortgage Loan Schedule 2 Mortgage Loans 1 Mortgage Note 1 Mortgagor 1 MOU 27 Officer’s Certificate 7 Other Mortgage Loans 1 Pooling and Servicing Agreement 1 Preliminary Memorandum 2 Private Certificates 1 Prospectus Supplement 2 Public Certificates 1 Purchaser 1 Repurchase Request 21 Seller 1 Seller Reporting Information 14 Seller’s Information 14 Special Servicer 1 Trust 1 Trust Advisor 1 Trustee 1 UCC 5 Underwriters 1 Underwriting Agreement 1 Mortgage Loan Purchase Agreement (this “Agreement”), dated July 24, 0000, xxxxxxx Xxxx xx Xxxxxxx, National Association (“Seller”) and Xxxxxx Xxxxxxx Capital I Inc. (“Purchaser”). Seller agrees to sell, and Purchaser agrees to purchase, certain mortgage loans listed on Exhibit 1 hereto (the “Mortgage Loans”), each of which is evidenced by one or more related notes or other evidence of indebtedness (each a “Mortgage Note”) evidencing the indebtedness of the related obligor under the related Mortgage Loan (each a “Mortgagor”). Purchaser will convey the Mortgage Loans to a trust (the “Trust”) created pursuant to a Pooling and Servicing Agreement (the “Pooling and Servicing Agreement”), to be dated as of August 1, 2015, between Purchaser, as depositor, Xxxxx Fargo Bank, National Association, as master servicer (in such capacity, the “Master Servicer”), certificate administrator (in such capacity, the “Certificate Administrator”), custodian (in such capacity, the “Custodian”), certificate registrar and authenticating agent, Midland Loan Services, a Division of PNC Bank, National Association, as special servicer (the “Special Servicer”), Park Bridge Lender Services LLC, as trust advisor (the “Trust Advisor”), and Wilmington Trust, National Association, as trustee (the “Trustee”). In exchange for the Mortgage Loans and certain other mortgage loans to be purchased by Purchaser (collectively the “Other Mortgage Loans”), the Trust will issue to the Depositor pass-through certificates to be known as Xxxxxx Xxxxxxx Bank of America Xxxxxxx Xxxxx Trust 2015-C24, Commercial Mortgage Pass-Through Certificates, Series 2015-C24 (the “Certificates”). The Certificates will be issued pursuant to the Pooling and Servicing Agreement. Capitalized terms used herein but not defined herein shall have the meanings assigned to them in the Pooling and Servicing Agreement. The Class A-1, Class A-2, Class A-SB, Class A-3, Class A-4, Class X-A, Class A-S, Class B and Class C Certificates (the “Public Certificates”) will be sold by Purchaser to Xxxxxx Xxxxxxx & Co. LLC, Xxxxxxx Lynch, Pierce, Xxxxxx & Xxxxx Incorporated, CIBC World Markets Corp. and Xxxxxx Xxxxxxxx, LLC, as underwriters (in such capacities, the “Underwriters”), pursuant to an Underwriting Agreement, between Purchaser, Xxxxxx Xxxxxxx Mortgage Capital Holdings LLC and the Underwriters, dated as of the date hereof (the “Underwriting Agreement”), and the Class X-B, Class X-D, Class D, Class E, Class F, Class G, Class V and Class R Certificates (the “Private Certificates”) will be sold by Purchaser to Xxxxxx Xxxxxxx & Co. LLC and Xxxxxxx Lynch, Pierce, Xxxxxx & Xxxxx Incorporated, as initial purchasers (in such capacities, the “Initial Purchasers”) pursuant to a Certificate Purchase Agreement, between Purchaser, Xxxxxx Xxxxxxx Mortgage Capital Holdings LLC and the Initial Purchasers, dated as of the date hereof (the “Certificate Purchase Agreement”). The Underwriters will offer the Public Certificates for sale publicly pursuant to a Prospectus dated October 1, 2013, as supplemented by a Prospectus Supplement dated the date hereof (together, the “Prospectus Supplement”), and the Initial Purchasers will offer the Private Certificates for sale in transactions exempt from the registration requirements of the Securities Act of 1933 pursuant to a Private Placement Memorandum dated the date hereof (the “Final Memorandum”) and a preliminary version thereof dated July 15, 2015 (as supplemented by the preliminary private placement memorandum supplement, dated July 20, 2015, the “Preliminary Memorandum”). In consideration of the mutual agreements contained herein, Seller and Purchaser hereby agree as follows:

  • Glossary of Defined Terms The location of the definition of each capitalized term used herein is set forth in this Glossary: A&R Rev LLC Agreement 2 Agreement 1 Board X-0 Xxxx XXX 0 Xxxx XXX Xxxx Contribution Amount 1 Bolt AIV Instrument of Contribution and Issuance A-1 Bolt AIV Rev Units 1 Bolt Energy 1 Bolt Energy Assignment Agreement A-1 Bolt Energy Cash Contribution Amount 1 Bolt Energy Contributed Assets 1 Bolt Energy Contributed Interests 1 Bolt Energy Contributor Subsidiary A-1 Bolt Energy Investment 1 Bolt Energy Management 1 Bolt Energy Rev Units 1 Business Day A-1 Casualty Event 10 Closing 5 Closing Date 5 Code A-1 Confidential Information A-1 Consent A-1 Continuing Credit Support X-0 Xxxxxxxx X-0 Contributed Entities 2 Contributed Entity 2 Contribution Date A-2 Contributor 1 Contributor Assignment Agreements A-2 Contributor Subsidiary A-2 Contributor Subsidiary Accrued Income Taxes A-2 Contributor Subsidiary Income Tax Return 20 Contributor Subsidiary Indebtedness A-2 Contributors 1 Credit Support A-3 D&O Indemnified Parties 20 Development Project Expenses A-3 Employee Benefit Plan A-3 Environmental Claim A-4 Environmental Laws A-4 Environmental Permit A-4 Equity Value Model X-0 Facility Assets A-4 Formation Date 1 Fund III 1 Fund III Assignment Agreement A-5 Fund III Contributed Interests 2 Fund III Contributor Subsidiary A-5 Fund III Investment 2 Fund III Retained Assets A-5 Fund III Rev Units 2 Fund IV Cash Contribution Amount 2 Fund IV Contributed Assets 2 Fund IV Contributed Interests 2 Fund IV Contributor Subsidiary A-6 Fund IV Investment 2 Fund IV Rev Xxxxx 0 Gen IV Contributed Interests 2 Gen IV Investments 2 Gen IV Rev Units 2 Governmental Entity A-6 Hazardous Material A-6 Income Tax A-7 Income Tax Return A-7 Intellectual Property A-7 Xxxxxxxxx X-0 Laws A-7 Legal Proceeding A-7 Liabilities A-7 LS Power Entities 25 LSP Development 2 LSP Gen IV 15 Management Employee 21 Management Employees 21 Material Adverse Effect X-0 Xxxxx X-0 Original Rev LLC Agreement 1 Parties 1 Party 1 Permits X-0 Xxxxxxxxx Xxxxx X-0 Xxxxxx X-0 Principal Facility Documents A-9 Real Property A-9 Replacement Credit Support A-10 Rev 1 Rev Contributed Assets 2 Rev Entities 1 Rev Entity 1 Rev Holdco 1 Rev Holdings 1 Rev Intermediary 1 Rev Ops 2 Rev Subsidiary Contribution Agreement 5 Rev Subsidiary Contributions 3 Securities Act A-10 Straddle Period A-10 Subsidiary A-10 Tax A-10 Tax Proceeding 20 Tax Return X-00 Xxxxx X-00 Taxing Authority A-10 Third Party A-11 Transaction Documents A-11 Transactions 5 Transfer Taxes 20 Transferred Employee 21 Willkie 25

  • Amended Terms On and after the Amendment Effective Date, all references to the Credit Agreement in each of the Loan Documents shall hereafter mean the Credit Agreement as amended by this Amendment. Except as specifically amended hereby or otherwise agreed, the Credit Agreement is hereby ratified and confirmed and shall remain in full force and effect according to its terms.

  • Certain Defined Terms As used in this Agreement, the following terms shall have the following meanings (such meanings to be equally applicable to both the singular and plural forms of the terms defined):

  • New Defined Terms The following defined terms are hereby added to Section 1.01 of the Credit Agreement in the appropriate alphabetical order:

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