Replacement Guarantee Sample Clauses

Replacement Guarantee. ‌ (a) The Developer may, by notice in writing, request that the City return the Guarantee if: (i) the Developer has secured part of the Outstanding HFS; (ii) the whole of the monies secured by the Guarantee provided to the City in accordance with clause 8.1 has not been expended by the City in accordance with clause 8.2; and (iii) the Developer provides the City with a replacement guarantee with a face value to be calculated by multiplying the Remaining HFS as at the date of the notice served under this clause by the Unit Rate. (b) On provision of a replacement guarantee, the parties agree that the replacement guarantee will become the Guarantee for the purpose of this document.

Replacement Guarantee. In the event that Revolver A is terminated by the Lender after the date of this Agreement but prior to the expiration of the Initial Guarantee Period (or, if the Initial Guarantee Period is extended prior to such termination, prior to the expiration of the Guarantee Extension Period) and Parent is able to secure a replacement credit facility either from the Lender or another third-party lender on commercially reasonable terms, including an interest rate that, taking into account the assumption that VPVP will guarantee the obligations of the borrowers under such replacement credit facility, does not exceed the sum of the prime rate (as reported in The Wall Street Journal on the date of the closing of such replacement credit facility) plus 3.5% (any such replacement credit facility, a “Replacement Facility”), VPVP shall guarantee all of the obligations of Parent, Aviza and their respective subsidiaries, successors and assignees under the Replacement Facility (the “Replacement Guarantee”); provided, however, that VPVP shall not be obligated to guarantee in excess of Twenty Million Dollars ($20,000,000) in aggregate principal amount of borrowings under the Replacement Facility pursuant to the Replacement Guarantee. The Replacement Guarantee shall have a term equal to the remaining term of the Initial Guarantee Period or the Guarantee Extension Period, as applicable; and provided further, that if Parent enters into the Replacement Facility during the Initial Guarantee Period, Parent shall have the right to request the Guarantee Extension with respect to the Replacement Facility pursuant to the terms of Section 3.1 hereof.

Replacement Guarantee. Monsoon shall use reasonable best efforts to, effective as of the Closing or as promptly as practicable thereafter, enter into a customary guarantee (the “Replacement Guarantee”) to replace the guarantee given by Indigo Guarantor (the “Busportal Guarantee”) pursuant to the Busportal Shareholders Agreement and obtain from the Initial Shareholders (as defined in the Busportal Shareholders Agreement) a full release of liability on the part of Indigo Guarantor with respect to its obligations under the Busportal Guarantee. From and after the Closing, and until such time as Monsoon has entered into the Replacement Guarantee and obtained such release of liability in accordance with this Section 7.18, Monsoon shall indemnify and hold harmless Indigo Guarantor and its Affiliates for any liability arising under the Busportal Guarantee.

Replacement Guarantee. (a) Our Replacement Guarantee period for Permanent Recruitment is 12 weeks from the candidate’s start date. (b) The Replacement Guarantee means that we will use our reasonable commercial endeavours to find a replacement candidate for the position and it will only apply if: i. You have paid our fees in accordance with these Terms; and ii. Your request to replace the candidate is given to us within one (1) week of the candidate’s termination; and iii. Your request to replace the candidate is given to us exclusively and in the case of Permanent Recruitment for not less than one (1) month following your request; and iv. The original job specification is unchanged; and v. In the case of Permanent Recruitment, either you or the candidate terminates their employment; or vi. In the case of Fixed Term assignment is for 52 weeks or more. (c) The Replacement Guarantee will not apply: i. If termination is the result of a change in the job specification, your structure, operations or workplace conditions; or ii. If you engaged the candidate through us in a temporary capacity in accordance with our Contracting Recruitment prior to accepting a position under our Permanent or Fixed Term Recruitment; or iii. To replacement candidates placed in employment with you in accordance with this Replacement Guarantee. (d) If the remuneration package of the replacement candidate differs from the original candidate, the amount invoiced will be adjusted accordingly. (e) You may not transfer the Replacement Guarantee to any other placement or service provided by us. (f) The Replacement Guarantee will not apply to Contracting Recruitment.

Replacement Guarantee. 7.1. A twelve (12) week replacement guarantee will be offered for all full 360% recruitment services; 7.2. If within the replacement period of twelve (12) weeks from the date of commencement our short listed candidate whom we have placed with you: (a) performs unsatisfactorily in the placement for which he or she was presented and the placement is terminated for that reason; or (b) terminates the contract then, subject to clause 7.2 and 7.3, we will use our best endeavours to present a replacement candidate at no extra fee. 7.3. Our obligations under clause 7.1 arise if and only if: 7.2.1 the candidate was short-listed for the placement under clause 4.1;the candidate was not already a replacement candidate presented under clause 7.1; 7.2.2 you have paid our invoice by its due date; 7.2.3 you notify us immediately of any circumstance that may result in our being required to perform our obligations under this clause 7; 7.2.4 you have provided accurate information on a regular basis during the replacement period so that we can conduct confidential and timely performance checks (and counselling) with you and with the candidate for our own benefit and at our discretion. You release us from any obligation to pass on to you any information we collect from the candidate; 7.2.5 you notify us in writing of the termination of the employment, engagement or contract promptly, stating the date and reason(s) for termination; 7.2.6 you have made a reasonable attempt to induct and orient the candidate into the workplace; 7.2.7 the termination of the candidate’s placement is not due to: 7.2.7.1.1 any false or misleading representation made to the successful candidate in connection with the placement; 7.2.7.1.2 redundancy, retrenchment, or your operational requirements; 7.2.7.1.3 any action on your part which might make the termination of the successful candidate’s employment or engagement unlawful, harsh, unjust or unreasonable; or 7.2.7.1.4 any breach by you of the terms of the contract with the successful candidate.

Replacement Guarantee. (1) No rebate of Fees shall be made. However, should the employment of the initial Candidate terminate within a period of 13 weeks (including period of notice) from the Candidate’s date of employment, RW shall endeavour to seek a replacement Candidate within a period of 3 months from date of termination of the initial Candidate at no extra cost to the Client (“Replacement Guarantee”) on the condition that: (i) the Candidate leaves of his/her own volition and not due to any redundancy measures, change of work responsibilities or employment conditions; (ii) RW’s invoice has been settled in accordance with these T&Cs; (iii) the nature of the replacement role is the same as the initial assignment; and (iv) RW is informed that the initial Candidate is no longer engaged by the Client within seven (7) days of it occurring. (2) RW offers its Replacement Guarantee for the initial Candidate placed only. It does not offer its Replacement Guarantee for the replacement Candidate, a fixed-term placement or for a Candidate who was originally placed with the Client on a temporary basis. (3) If the ARP of the replacement Candidate increases from the original Candidate, the invoiced amount will be adjusted accordingly. (4) RW is obliged to search for the replacement Candidate for a period of three (3) months from the date of termination of the initial Candidate on a best endeavour basis.

Replacement Guarantee. 7.1 At Client’s request, if a Candidate’s Placement is terminated within eight (8) weeks of its commencement date (including the Candidate’s period of contractual notice), Xxxxxx Xxxxxxx will seek a replacement Candidate, on the condition that: (a) the Candidate terminates the Placement of his or her own volition and not due to any redundancy measures, change in job description or change in work conditions; (b) Client has paid Xxxxxx Xxxxxxx’ invoice in respect of the initial Placement in accordance Clause 5; (c) Client has complied with its legal obligations to the Candidate, including its obligations under Workplace Laws; (d) the request is given exclusively to Xxxxxx Xxxxxxx to replace the Candidate; (e) the nature of the replacement position is the same as for the initial Placement; and (f) Client notifies Xxxxxx Xxxxxxx within 7 days of the date of termination of the Placement. 7.2 No rebate or refund of Fees will be payable. 7.3 Xxxxxx Xxxxxxx offers this replacement guarantee on the initial Placement only. 7.4 The replacement guarantee does not apply to Maximum Term Placements or to any conversion from a temporary client role to a Permanent Placement. 7.5 If the Salary Package of the replacement Candidate changes from the original Placement, the Fee will be adjusted accordingly. 7.6 The replacement guarantee will be valid for a period of three (3) months from the date of termination of the initial Placement, after which Xxxxxx Xxxxxxx is not obliged to offer such guarantee.

Replacement Guarantee. In the event the candidate fails to honor his/her start obligation COMPANY will initiate search activity for a replacement candidate at no charge; provided CLIENT has fulfilled its oral or written agreements with the candidate and our fee has been paid in full within ten (10) days of candidates acceptance.

Replacement Guarantee. The Guarantor shall deliver to the Collateral Agent within 120 days after each fiscal year end a solvency certificate substantially in the form delivered to the Collateral Agent in connection with this Agreement (except that the Guarantor shall not therein be required to make reference to, and shall not be required to procure, any independent assessment of the value of any of its assets), which solvency certificate shall state (i) the realizable value of the Guarantor's assets, (ii) the Guarantor's liabilities and (iii) the Guarantor's stated capital of all classes of shares. If such solvency certificate and the calculations contained therein disclose that it would be possible for the Guarantor at such time to provide a guarantee in a greater amount than that provided for in section 2.2, then the Guarantor shall promptly execute and deliver to the Collateral Agent an amended guarantee which will be amended to include such increased amount and shall be accompanied by an opinion of counsel to the Guarantor in respect of such amended guarantee substantially in the form of the portion of the opinion delivered to the Collateral Agent on the date hereof which is applicable to this Agreement.

Replacement Guarantee. I.) If a Candidate placed by the Agency remains in the Clients employment for fewer than two (2) calendar months the Agency will endeavour to replace the first Candidate placed with the Client for no additional fee. II.) The Agency accepts no liability if the Client deems the replacement Candidate profiles to be unacceptable. III.) The Agency may take up to three (3) weeks to offer Candidate profiles for selection. IV.) This replacement guarantee only applies if the conditions of section D are met.