Pursuant to Xx Sample Clauses

Pursuant to Xx. Xxxxxxxx’x employment agreement, he receives an annual base salary at a rate that is reviewed and adjusted from time to time by our Compensation Committee. Under the agreement, if Xx. Xxxxxxxx is terminated by the Company for cause, or if he resigns for other than good reason, he is entitled to receive salary earned up to the date of termination or resignation. If Xx. Xxxxxxxx’x employment is terminated without cause, or if Xx. Xxxxxxxx resigns for good reason (as defined in his agreement), he is entitled to an amount equal to two times his then current annual base salary, payable in a single lump sum on the Lump-Sum Payment Date, which amount increases to three times his then current annual base salary if his employment is terminated or he resigns for good reason within 12 months immediately following a change of control. Substantially equivalent compensation and benefits are payable in the event of Xx. Xxxxxxxx’x permanent disability (as defined) or his death. Xx. Xxxxxxxx would also be entitled to (i) any accrued but unused vacation pay; (ii) all vested rights and benefits pursuant to our Company plans and programs; (iii) relocation benefits back to the Chicago, IL area; (iv) health and welfare benefits coverage for 12 months (provided such coverage will cease if Xx. Xxxxxxxx receives comparable coverage from subsequent employment); and (v) a cash payment under our AIP equal to the lesser of (a) the amount he would have received if he had been employed by Atlas on the last day of such year (assuming for such purpose that 50% of any individual bonus objectives had been achieved) or (b) his target bonus percentage. Moreover, if, within six months following termination of employment by Xxxxx for reasons other than cause or by Xx. Xxxxxxxx for good reason, a change of control occurs, then, in addition to the payment described above, Xx. Xxxxxxxx would be entitled to an additional amount equal to 12 months of his then current monthly base salary.
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Pursuant to Xx. Xxxxx’x employment agreement, he receives a base annual salary at a rate that is reviewed at least annually and may be adjusted from time to
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Pursuant to Xx. Xxxxxxxx’x employment agreement, he receives an annual base salary at a rate that is reviewed and adjusted from time to time by our Compensation Committee. Under the agreement, if Xx. Xxxxxxxx is terminated by the Company, or if he resigns, he is entitled to receive salary earned up to the date of termination or resignation. If Xx. Xxxxxxxx’x employment is terminated without cause, or if Xx. Xxxxxxxx resigns for good reason (as defined in his agreement), he is entitled to an amount equal to two times his then current annual base salary, payable in a single lump sum on the Lump-Sum Payment Date, which amount increases to three times his then current annual base salary if his employment is terminated or he resigns for good reason within 12 months immediately following a change of control. Substantially equivalent compensation and benefits are payable in the event of Xx. Xxxxxxxx’x permanent disability (as defined) or his death. Xx. Xxxxxxxx would also be entitled to (i) any accrued but unused vacation
Sample 1
Pursuant to Xx. Xxxxxxxx’x new hire offer letter, Quantum agrees to fully vest one-half of Xx. Xxxxxxxx’x outstanding stock options that are unvested as of the Termination Date. The number of such unvested stock options that shall become fully vested on the Termination Date is 456,250. This additional vesting shall apply proportionately to each outstanding stock option grant. In addition to the vesting of these stock options, Quantum agrees to extend the post-termination stock option exercise period to December 31, 2007 for all of Xx. Xxxxxxxx’x stock options that are, or become, vested as of the Termination Date.
Sample 1
Pursuant to Xx. Xxxxxxx’x Employment Agreement, Nile will use its best efforts to cause Xx. Xxxxxxx to be elected as a member of its Board of Directors throughout the term of his employment and shall include him in the management slate for election as a director at every stockholders meeting during the term at which his term as a director would otherwise expire. Xx. Xxxxxxx has agreed to accept election, and to serve during the term, as director of Nile, without any compensation.
Sample 1
Pursuant to Xx. Xxxxxxxx’x resignation, Xx. Xxxxxxxx’x employment with the Company will cease on September 19, 2012 (the “Separation Date”). Xx. Xxxxxxxx understands that she will have no further responsibilities to the Company as an employee and Executive Officer following the Separation Date. However, Xx. Xxxxxxxx will have non-employment responsibilities to the Company as provided in Section 2, below. Xx. Xxxxxxxx acknowledges that her coverage under the Company’s group health plans will cease on September 30, 2012, unless she timely (and properly) elects COBRA or CAL-COBRA, as applicable.
Sample 1
Pursuant to Xx. Xxxx Xxxxxxxxx’s employment agreement dated January 1, 2011, in the event that the Company terminates Xx. Xxxxxxxxx’x employment without “cause” or in connection with a “change in control” (each as defined in the employment agreement), then upon such termination, the Company is obligated to pay to Xx. Xxxxxxxxx as xxxxxxxxx an amount equal to six months of his current base salary. SCHEDULE 4.17 None. SCHEDULE 4.21 The Company has engaged the Placement Agent for the offering of the Shares and the Warrant on a “best efforts” basis. The Company will pay the Placement Agent an 8% commission, payable in cash, of offering proceeds subscribed for through the solicitation efforts of the Placement Agent. The Company will pay the Placement Agent a 3.0% finance fee, but not to exceed the sum of $120,000. Additionally, the Company will issue the Placement Agent a warrant to purchase a number of shares of Common Stock equal to 8% of the total number of shares of Common Stock underlying the Securities issued with respect to subscriptions solicited by the Placement Agent. The Company will also reimburse the Placement Agent up to $5,000 for expenses reasonably incurred relating to the offering, including legal fees incurred by the Placement Agent in connection with the Offering. SCHEDULE 4.26 None. EXHIBIT A — FORM OF WARRANT EXHIBIT B — REGISTRATION RIGHTS AGREEMENT EXHIBIT C — ESCROW AGENT ADDRESS FOR CHECKS AND WIRING INSTRUCTIONS Address and Wiring Instructions are as follows: Mailing Address for Check: Please make payment payable to: “CryoPort, Inc. Escrow Account — At Private Bank Minnesota” And Mail to: Private Bank Minnesota Attention: Xxxxxx X. Cardle 000 Xxxxx 0xx Xxxxxx, Xxxxx 0000 Xxxxxxxxxxx, XX 00000 Wire Instructions: Account Name: CryoPort, Inc. Account Number: 303 9047 ABA Number: 091 055 836 Bank Info: Private Bank Minnesota Memo: [Insert Name of Investor]
Sample 1
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Related to Pursuant to Xx

  • Pursuant to Section 4 01, any amounts collected by a Servicer or the Master Servicer under any insurance policies (other than amounts to be applied to the restoration or repair of the property subject to the related Mortgage or released to the Mortgagor in accordance with the related Servicing Agreement) shall be deposited into the Distribution Account, subject to withdrawal pursuant to Section 4.03. Any cost incurred by the Master Servicer or the related Servicer in maintaining any such insurance (if the Mortgagor defaults in its obligation to do so) shall be added to the amount owing under the Mortgage Loan where the terms of the Mortgage Loan so permit; provided, however, that the addition of any such cost shall not be taken into account for purposes of calculating the distributions to be made to Certificateholders and shall be recoverable by the Master Servicer or such Servicer pursuant to Sections 4.01 and 4.03.

  • Pursuant to Section 6 2(a) of the Collateral Agency Agreement and subject to the conditions set forth in Section 13.1(b), the Initial Beneficiary hereby designates a portion of the Closed-End Units included in the Revolving Pool for allocation to a new Reference Pool, referred to as the "20[ ]-[ ] Reference Pool," within the Closed-End Collateral Specified Interest. Upon the effectiveness of this Exchange Note Supplement, the Initial Beneficiary shall direct the Titling Trustee and the Closed-End Collateral Agent to allocate or cause to be identified and allocated on their respective books and records the "20[ ]-[ ] Reference Pool," to be separately accounted for and held in trust independently from any other Asset Pool. Such Reference Pool shall initially include the Closed-End Units identified on Schedule 1 to this Exchange Note Supplement, which Closed-End Units shall belong exclusively to the 20[ ]-[ ] Reference Pool, and all other Titling Trust Assets to the extent related to such Closed-End Units (other than cash which does not constitute Closed-End Collections received after the Cut-Off Date, as specified in Section 13.2(a)(iii)); provided, that, any Closed-End Collections received on or prior to the Cut-Off Date for any such Closed-End Units identified on Schedule 1 shall not be allocated to the 20[ ]-[ ] Reference Pool.

  • Pursuant to Section 5 10 of the Credit Agreement, each Subsidiary Loan Party of the Borrower that was not in existence or not such a Subsidiary Loan Party on the date of the Credit Agreement is required to enter into the Guarantee Agreement as Guarantor upon becoming such a Subsidiary Loan Party. Upon the execution and delivery, after the date hereof, by the Administrative Agent and such Subsidiary of an instrument in the form of Annex I hereto, such Subsidiary shall become a Guarantor hereunder with the same force and effect as if originally named as a Guarantor hereunder. The execution and delivery of any instrument adding an additional Guarantor as a party to this Agreement shall not require the consent of any Guarantor hereunder. The rights and obligations of each Guarantor hereunder shall remain in full force and effect notwithstanding the addition of any new Guarantor as a party to this Agreement.

  • Pursuant to Section 3 03 of the Indenture Supplement, on each Distribution Date, the Indenture Trustee shall deposit into the Class A(2017-3) Interest Funding sub-Account the portion of Card Series Finance Charge Amounts allocable to the Class A(2017-3) Notes.

  • Pursuant to Section 2 1.(b) of the Credit Agreement, the Borrower hereby requests that the Lenders make Revolving Loans to the Borrower in an aggregate principal amount equal to $ .

  • Pursuant to Section 2.1 of this Agreement, the Seller conveyed to the Trust all of the Seller’s right, title and interest in its rights and benefits, but none of its obligations or burdens, under the Purchase Agreement including the Seller’s rights under the Purchase Agreement and the delivery requirements, representations and warranties and the cure or repurchase obligations of AmeriCredit thereunder. The Seller hereby represents and warrants to the Trust that such assignment is valid, enforceable and effective to permit the Trust to enforce such obligations of AmeriCredit under the Purchase Agreement. Any purchase by AmeriCredit pursuant to the Purchase Agreement shall be deemed a purchase by the Seller pursuant to this Section 3.2 and the definition of Purchased Receivable.

  • Pursuant to Public Contract Code section 9201, the District shall provide timely notification to Developer of the receipt of any third-party Claim relating to this Contract. The District shall be entitled to recover its reasonable costs incurred in providing said notification.

  • Pursuant to Section 9 02 of the ------------ ------------------------- Existing Indenture, Section 4.09 of the Existing Indenture is hereby amended and restated in its entirety to read as follows:

  • Pursuant to the Act The Company has filed with the Commission a registration statement and any amendment thereto, on Form S-1 (File No. 333-[●]), including any related preliminary prospectus (the “Preliminary Prospectus”, including any prospectus that is included in the registration statement immediately prior to the effectiveness of the registration statement), for the registration of the Units under the Act, which registration statement and amendment or amendments have been prepared by the Company in conformity with the requirements of the Act, and the rules and regulations (the “Regulations”) of the Commission under the Act. The conditions for use of Form S-1 to register the Offering under the Act, as set forth in the General Instructions to such Form, have been satisfied. Except as the context may otherwise require, such registration statement, as amended, on file with the Commission at the time the registration statement became effective, including the prospectus, financial statements, schedules, exhibits and all other documents filed as a part thereof or incorporated therein and all information deemed to be a part thereof as of such time pursuant to Rule 430A of the Regulations, together with the registration statement filed by the Company pursuant to Rule 462(b) under the Act registering additional Public Securities (the “Rule 462(b) Registration Statement”), is hereinafter called the “Registration Statement,” and the form of the final prospectus dated the Effective Date included in the Registration Statement (or, if applicable, the form of final prospectus containing information permitted to be omitted at the time of effectiveness by Rule 430A of the Regulations, filed by the Company with the Commission pursuant to Rule 424 of the Regulations), is hereinafter called the “Prospectus.” For purposes of this Agreement, “Applicable Time,” as used in the Act, means 5:00 p.m. New York City time, on the date of this Agreement. Prior to the Applicable Time, the Company prepared a Preliminary Prospectus, which was included in the Registration Statement filed on [●], 2021, for distribution by the Underwriters (such Preliminary Prospectus used most recently prior to the Applicable Time, the “Statutory Prospectus”). Other than the Registration Statement, together with any correspondence letters between the Company and/or counsel for the Company and the Commission, no other document with respect to the Registration Statement has been filed under the Act with the Commission. All of the Public Securities have been or will be registered for public sale under the Act pursuant to the Registration Statement. The Registration Statement has been declared effective by the Commission on the date hereof. If, subsequent to the date of this Agreement, the Company or the Representative determines that, at the Applicable Time, the Statutory Prospectus included an untrue statement of a material fact or omitted a statement of material fact necessary to make the statements therein, in light of the circumstances under which they were made, not misleading and the Company and the Representative agree to provide an opportunity to purchasers of the Units to terminate their old purchase contracts and enter into new purchase contracts, then the Statutory Prospectus will be deemed to include any additional information available to purchasers at the time of entry into the first such new purchase contract.

  • Facilitation of Sales Pursuant to Rule 144 To the extent it shall be required to do so under the Exchange Act, the Company shall timely file the reports required to be filed by it under the Exchange Act or the Securities Act (including the reports under Sections 13 and 15(d) of the Exchange Act referred to in subparagraph (c)(1) of Rule 144), and shall take such further action as any Holder may reasonably request, all to the extent required from time to time to enable the Holders to sell Registrable Securities without registration under the Securities Act within the limitations of the exemption provided by Rule 144. Upon the request of any Holder in connection with that Holder’s sale pursuant to Rule 144, the Company shall deliver to such Holder a written statement as to whether it has complied with such requirements.

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