Special Restrictions Sample Clauses
Special Restrictions. No special restrictions on Licensee’s usage of Nmap Technology were negotiated as part of this contract.
Special Restrictions. Transfers of “hard to find” licensed teachers. Teachers who have been hired and/or are currently assigned to teaching positions in “hard to find” license areas can be excluded from the transfer process if there are very few qualified teachers of the same licensure available in the employee “market” to fill these positions. This lack of availability of replacement teachers will be determined by the Human Resource Department before excluding such teachers from participation in the transfer process. If a specific license area is to be excluded or limited, that information, and the reasons for the restriction, will be identified in a report to the Professional Issues Committee (PIC) typically at the January meeting. Teachers so affected may transfer to alternative sites only within the identified “hard to find” license areas.
Special Restrictions. (a) LPS shall not take any action within its control, and shall cause all other members of the LPS Group to refrain from taking any action within their control, which would result in a direct or indirect Acquisition (taking into account the stock aggregation and attribution rules of section 355(e)) by one or more persons in the two-year period following the Distribution Date.
(b) LPS (on behalf of itself and all other members of the LPS Group) hereby confirms and agrees that (i) neither LPS nor any other member of the LPS Group will, directly or indirectly, pre-pay, pay down, redeem, retire, or otherwise acquire, however effected, any of the LPS Securities prior to its stated maturity, other than through scheduled amortization payments and any mandatory prepayment amount made in accordance with the terms of the LPS Securities; and (ii) neither LPS nor any member of the LPS Group will take or permit to be taken any action at any time, including, without limitation, any modification to the terms of any of the LPS Securities, that could jeopardize, directly or indirectly, the qualification, in whole or in part, of any of the LPS Securities as “securities” within the meaning of section 361(c) of the Code.
(c) The transactions described in Subsections (a) and (b) of Section 5.2 shall be referred to a “LPS Capital Transactions.” The restrictions on LPS Capital Transactions shall not apply if the LPS Capital Transaction Process is satisfied. As used herein, the “LPS Capital Transaction Process” shall be satisfied if all the following requirements are satisfied:
i. LPS notifies FIS of the proposed LPS Capital Transaction;
ii. LPS obtains either (a) an opinion of a nationally recognized law firm or accounting firm to the effect that such LPS Capital Transaction would not cause the Transactions to be taxable, in whole or in part, or (b) the written consent of FIS’s General Counsel or senior tax officer; and
iii. LPS provides a copy of the opinion or consent described in Section 5.2(c)(ii) of this Agreement to FIS.
Special Restrictions. The Licensee shall refrain from
a) handing over, or otherwise making the Software accessible, to a third party without prior written permission from Licensor; save that it is expressly forbidden to rent or lease the Software, b) any processing, in particular any translating or modifying, of the Software or creating any derivative products,
Special Restrictions. The CSB shall notify Business Associate in writing of any restriction to the use or disclosure of PHI that the CSB has agreed to in accordance with 45 C.F.R. § 164.522, to the extent that such restriction may affect Business Associate’s use or disclosure of PHI.
Special Restrictions. Anything contained in this Agreement (including, without limitation, the foregoing provisions of Sections 7.3, 7.4 and 7.5) expressed or implied to the contrary notwithstanding:
(a) In no event shall any Units be Transferred to a minor (other than by reason of a Member’s death) or to an incompetent.
(b) The Board of Managers may require as a condition of any Transfer of any Units that the transferor furnish the Company with an opinion of counsel satisfactory (both as to such opinion and as to such counsel) to the Company that such Transfer complies with applicable federal and state securities laws.
(c) To the fullest extent permitted by law, any Transfer in contravention of any of the provisions of Sections 7.3, 7.4 and 7.5 hereof and this Section 7.6 shall be void and ineffectual and shall not bind or be recognized by the Company for any purpose.
Special Restrictions. (a) Except as otherwise provided in Section 7.2(b), this Section 8.3 and Article 9, (i) from the Closing Date until six (6) months after the Merger Termination Date (such period being referred to as the “Primary Lock-up Period”), Purchaser shall not, (A) sell, offer to sell, solicit offers to buy, dispose of, loan, pledge or grant any right with respect to (collectively, a “Disposition”) the Common Shares; or (B) engage in any hedging, Short Sale or other transaction which is designed or could reasonably be expected to lead to or result in a Disposition of any of the Common Shares by Purchaser (“Short Sales”), which shall include, without limitation, all “short sales” as defined in Rule 200 promulgated under Regulation SHO under the Exchange Act and all types of direct and indirect stock pledges, forward sale contracts, options, puts, calls, short sales, swaps and similar arrangements (including on a total return basis), and sales and other transactions through non-U.S. broker-dealers or foreign regulated brokers and (ii) from the expiration of the Primary Lock-up Period until fifteen (15) months after the Merger Termination Date (the “Secondary Lock-up Period”), Purchaser shall not effect Dispositions or Short Sales of the Common Shares in excess of one third of the aggregate number of Common Shares purchased by Purchaser hereunder in each of the three (3)-month periods in the Secondary Lock-up Period. Notwithstanding any of the foregoing to the contrary, Purchaser may effect one block sale of all or a portion of the Common Shares in a single trade at anytime during the period beginning from the Registration Effective Date and ending on the later of (x) three (3) months after the Merger Termination Date, (y) ten (10) days after the Registration Effective Date and (z) seven (7) months after the Closing Date (such period being referred to as the “Block Trade Window Period”); provided that, in the case where clause (z) is applicable for determining the Block Trade Window Period, the Primary Lock-up Period shall expire seven (7) months after the Merger Termination Date and the Secondary Lock-up Period shall expire sixteen (16) months after the Merger Termination Date. The restrictions set forth in this Section 8.3 shall terminate, if not earlier terminated in accordance with its terms, on the first date on which the Common Shares then held by Purchaser constitute less than 2.5% of the outstanding Common Stock of the Company.
(b) Each certificate representing ...
Special Restrictions. Water barrels are required for tenting. With very limited exceptions, staking may be acceptable, and will be considered on a case-by-case basis. • All Events held at Iolani Palace are to raise funds for the Friends of Iolani Palace. The Friends’ lease with the State of Hawaii does not permit other fundraising Events. • Events in support of candidates for elected office are not permitted. • All Event Vendors must sign and return a copy of the Vendor Agreement. • All Events at Iolani Palace require an Event Coordinator/Point of Contact who cannot be a Guest at the Event. (Exceptions may apply, but must be pre-approved by the Palace SEC.) This individual must come from a certified business and should be able to supply credentials/referrals of recent Event coordination, if requested, by the SEC. This individual must be on site at all times during installation, the Event itself, and the breakdown to ensure all guidelines put forth by this contract and the Iolani Palace Vendor Agreement are followed accordingly. • ADA-accessible restrooms are available. It is recommended that Clients bring in portable restroom facilities for larger Events. The SEC must approve the placement of these. • Any actors representing Hawaiian history are not to portray persons of royalty, past or present. • Excessively loud music is unacceptable. The noise level must be in compliance with the neighborhood code—part of which states that music must be stopped at 10:00pm nightly. • The Palace and Barracks are State treasures; misconduct or disrespect by any contractor, their staff, or Guests is grounds for immediate removal from the property as decided by the SEC or Executive Director of Iolani Palace. • Effective July 1, 2015, “Smoking, Use of Electronic Smoking Devices, or Use of Tobacco or Betel Nut Products (is) Prohibited by Law” in all state parks, including Iolani Palace grounds.
Special Restrictions. Fairfax County shall notify Business Associate in writing of any restriction to the use or disclosure of PHI that Fairfax County has agreed to in accordance with 45 C.F.R. § 164.522, to the extent that such restriction may affect Business Associate’s use or disclosure of PHI.
Special Restrictions. The LICENSEE shall not modify or create derivative works of the EtherCAT IP Core or the Qsys Subsystem or use the content of the EtherCAT IP-Core or the Qsys Subsystem to create, manufacture, distribute or sell products containin EtherCAT Technology The LICENSEE shall not use some content of the EtherCAT IP Core or the Qsys Subsystem to create, manufacture, distribute or sell EtherCAT Slave Controller products. The LICENSEE shall not sublicense, rent, lease, loan, timeshare, sell, distribute, disclose, publish, assign or transfer any rights of the EtherCAT IP Core or the Qsys Subsystem or its components. The LICENSEE shall not reproduce the EtherCAT IP core or the Qsys Subsystem or its components. The LICENSEE shall not sell FPGA chips, technology and/or programming files containing the EtherCAT FPGA Configuration File separately, i.e. without any of Softing’s products. In no case the LICENSEE shall:
a) change, compile, reverse develop, decompile, disassemble the PRODUCT, to produce derived products.
b) loan, rent, sub-license, grant any rights or otherwise transfer the PRODUCT in any form
c) remove any proprietary, originator or copyright notices, labels or marks on the PRODUCT or the documentation. The LICENSEE is aware that these restrictions remain in effect even if LICENSEE decides to acquire full version of the PRODUCT from Altera Corporation.