SECTION THREE. Step Two
SECTION THREE. If any Article or Section of this Agreement or any supplements thereto should be held invalid by operation of law, or by any tribunal of competent jurisdiction, or if compliance with or enforcement of any Article or Section should be restrained by such tribunal, the remainder of this Agreement and supplements shall not be affected thereby. The parties shall reconsider any invalid or restrained portion of this Agreement.
SECTION THREE. General Effects of the Merger. Resulting from the Merger agreed upon in Section Two and effective as of the Merger Effective Date: (i) the assets and liabilities of the Absorbed Company shall be transferred in their entirety to the Surviving Company, causing Telecom Argentina to acquire ownership of all rights and assets and assume all obligations and liabilities of any nature of Cablevisión including (a) those rights and liabilities that, for any reason, have not been included in the Special Merger Individual Financial Statement, including all rights, assets and liabilities arising or discovered after the end date of the Special Merger Individual Financial Statements as a result of events or activities prior to such end date; (b) those rights and liabilities of the Absorbed Company arising from the relationships with its personnel, which personnel shall become directly dependent of Telecom Argentina, and whose seniority, benefits and all other acquired rights shall be respected; and (c) the licenses, records, resources, assignations, permits and authorizations of Cablevisión and/or the companies absorbed by Cablevisión and/or authorizations of any kind; (ii) Telecom Argentina shall be the successor of all activities, operations, assets, liabilities, rights and obligations of Cablevisión as of the Merger Effective Date as well as any of those that may arise from any conducts prior or subsequent thereto; (iii) Cablevisión shall dissolve without liquidation; (iv) Telecom Argentina shall increase its capital stock and amend its bylaws pursuant to the terms set forth in Annex IV of this Agreement; and (v) all holders of Cablevisión shares shall be considered shareholders of Telecom Argentina as from the Merger Effective Date, including the exercise of their economic and political rights to the extent of the Exchange Ratio set forth in this Agreement. Section Four. Amendment of the Bylaws of Telecom Argentina. New Capital Structure. Pursuant to the terms of the Merger, Telecom Argentina shall amend its Bylaws in accordance with the terms set forth in Annex IV of this Agreement. In addition, as a result of the Merger and taking into account the proposed Exchange Ratio, Telecom Argentina shall increase its capital stock in an amount of Argentine pesos 1,184,528,406. Accordingly, Telecom Argentina shall issue 1,184,528,406 book entry ordinary shares with a par value of one Argentine peso and one vote each (minus any applicable number of shares corresponding to fra...
SECTION THREE. An Employee whose job requires a professional license or certification, as a condition of employment and who uses such license or certification exclusively or primarily for State business shall be reimbursed for the cost (e.g. fees and study materials) associated with the maintenance of such license or certification. This section three does not apply to part-time Employees under twenty (20) hours per week.
SECTION THREE. All out-of-county students shall be subject to all of the same rules and regulations of the school which they are attending as are prescribed for all other students attending Clay County and Bradford County Schools. The name and address of each such Clay County resident attending Bradford County Schools shall be furnished to the Superintendent of the Clay County Schools. Likewise, the name and address of each such Bradford County resident attending Clay County Schools shall be furnished to the Superintendent of the Bradford County Schools.
SECTION THREE. The Association shall give written notification to the Business Office of the amount of its regular dues and service fees, which are to be deducted from teachers' salaries in the school year under such authorization. The amounts of such deductions shall not be subject to change during the school year.
SECTION THREE. If either party desires to modify or change this Agreement it shall, ninety
SECTION THREE. If a grievance affects a group of employees or the bargaining unit as a whole, the Association may submit such grievance in writing to the Superintendent directly, and the processing of such grievance shall commence at Step Three. The Assistant Superintendent for Business/Support Services will be given three (3) days' notice before the grievance is submitted to the Superintendent.
SECTION THREE. This Agreement constitutes the entirety of the Agreement between the parties with respect to the subject matter thereof. This Agreement supersedes any verbal or written Agreements prior to the date of its execution. This Agreement supersedes any verbal or written Agreements prior to the date of this Agreement unless so stated in this Agreement. Any provision of this Agreement that is held to be unenforceable for any reason shall not in any way, shape, or manner, affect the validity of the remainder of this Agreement. Amendments and appendices or modifications to any of the terms of this Agreement shall not be valid unless executed in writing and signed by both parties.
SECTION THREE. SALES REGIONThe Parties understand and agree that the Agent will sell the product(s) in the below region (hereinafter referred to as the “Sales Region”). Agency agrees not to sell the product(s) outside of the defined Sales Region.SECTION FOUR.NON-COMPETEThe Agent understands and agrees not to sell any product(s) for any competitor in direct competition with the Principal within the above Sales Region for years after the termination of this commission agreement.SECTION FIVE.EARNED COMMISSIONS AND PAYMENT STRUCTUREThe Parties agree that the authorized Agent shall be compensated in the following fashion (“Commission”): The Principal shall compensate the Agent: Weekly Biweekly Monthly Quarterly Other The Principal agrees to reimburse the Agent for “out-of-pocket” expenses incurred by the Agency in accordance with the Principal’s policies and procedures.SECTION SIX.DURATION AND TERMINATION This Agreement shall be effective on the date hereof and shall continue until terminated by either Party upon business days written notice.SECTION SEVEN.CONFIDENTIALITY AND PROPERTY RIGHTSThroughout the duration of this Commission Agreement, it may be necessary or the Principal to disclose protected information including, but not limited to, industry and trade secrets, propriety and confidential information to ensure the Agent can succu4ssfully sell the product(s). The Agent is not permitted to share or disclose such confidential information whatsoever without written permission from the Principal.The Principal retains all of its intellectual property rights in and to its Confidential Information. Immediately upon a written request by the Principal at any time, the Agent will turn over to the Principal all Confidential Information of the Principal and all documents or media containing any Confidential Information of the Principal and any and all copies or extracts thereof.Further, the Agent shall promptly return to the Principal all copies, whether in written, electronic, or other form or media, of the Principal’s Confidential Information, or destroy all such copies and certify in writing to the Principal that such Confidential Information has been destroyed. In addition, the Agent shall also destroy all copies of any Notes created by the Agent or its authorized Representatives and certify in writing to the Principal that such copies have been destroyed.SECTION EIGHT.WARRANTIES AND REPRESENTATIONSThe Parties to this Agreement fully represent that they are authorized to enter...
