Specific Considerations Sample Clauses

Specific Considerations. For greater certainty, the Payments are made by Canada in consideration of, and subject to the covenants and undertakings of the GCC(EI)/CRA set out in this Agreement, including:
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Specific Considerations. For greater certainty, the releases are provided by the GCC(EI)/CRA to Canada and the resolution of the litigation referred to in this Chapter is made in consideration of, and subject to, the covenants and undertakings of Canada set out in this Agreement.
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Specific Considerations. In carrying out subparagraph (A), the Secretary shall determine—
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Specific Considerations. (a) Age UK Camden's work is concerned with vulnerable older people, some posts in the organisation are considered exempt under the provisions of the Rehabilitation of Offenders Xxx 0000 (Exceptions) Order 1986 and a statement to this effect is placed prominently on the model job description. Applicants for all other posts are asked to complete a "Voluntary Declaration" form relating to previous convictions.
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Specific Considerations. Executory Contracts and Unexpired Leases Each executory contract and unexpired lease shall be assumed by the Company Parties, unless determined to be rejected by the Company Parties with the consent of the Required Consenting Noteholders (not to be unreasonably withheld). Tax Matters The parties shall use commercially reasonable efforts to structure the Restructuring Transactions in a manner determined by the Required Consenting Noteholders and Pioneer to be tax efficient. Notwithstanding anything else herein, the Required Consenting Noteholders may, after taking into account any expected tax consequences, require that the definition of the form of the Conversion Consideration (as defined in the New Convertible Bond Indenture) be either in reference to New Equity Interests or the cash value of New Equity Interests and not reference any combination thereof. EXHIBIT A Convertible Bonds Term Sheet NEW CONVERTIBLE BONDS PIONEER ENERGY SERVICES CORP. SUMMARY OF TERMS AND CONDITIONS This Summary of Terms and Conditions (this “Term Sheet”) is not a complete list of all material terms and conditions of the potential transaction described herein. This Term Sheet shall not constitute (nor shall it be construed as) an offer or a legally binding obligation to buy or sell, or a solicitation of an offer to buy or sell, any of the securities referred to herein, it being understood that such an offer or solicitation, if any, only will be made in compliance with applicable provisions of securities and/or other applicable laws. The proposal below has been provided for illustrative purposes. Capitalized terms used in this Term Sheet but not defined herein shall have the meanings set forth in the Restructuring Support Agreement.
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Specific Considerations. In determining the Planned Transactions in accordance with this Schedule 2 and the terms of this Agreement, and save where triggering a material change of control provision cannot be avoided, PR shall take into account the impact of any particular transaction or transactions on any change in control provisions contained in any FB Contract which is material in the context of the relevant FB Business and shall procure that its representatives on the Supervisory Committee discuss such impact with FB’s representatives on the Supervisory Committee. If, following that discussion, the Planned Transactions to be adopted cannot be agreed between PR and FB the Planned Transactions to be adopted in respect of the relevant matters shall be those which avoid triggering the relevant change of control provision and any Planned Tax Costs and Bid Structure Transaction Costs relating to such Planned Transaction together with any other economic implications directly arising from those Planned Transactions will be shared between and paid by PR and FB in the PR Funding Percentage and the FB Funding Percentage respectively. The provisions of this paragraph shall not apply in circumstances where a triggering of the relevant change of control provision cannot be avoided if transactions necessary to realise the intentions of the Parties set out in Clause 3 are to be entered into. For the purpose of this paragraph 2, the expression “change of control provision” shall include a pre-emption right which would entitle a third party to buy FB Assets which are intended to be transferred to FB or an Affiliate of FB in a Planned Transaction.
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Specific Considerations. A. 1. Each currently employed commercial, art, physical education and music teacher whose salary, training and experience status is comparable to that of currently employed industrial arts and home eco- nomics teachers shall be classified in the same salary categories as currently employed industrial arts and home economics teachers.
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Related to Specific Considerations

  • Additional Considerations For each mediation or arbitration:

  • Other Considerations A. Changes to an Approved Scope of Work: The Recipient shall notify FEMA and shall require a sub-recipient to notify it immediately when a sub-recipient proposes changes to an approved scope of work for an Undertaking.

  • Tax Considerations The Company has advised Recipient to seek Recipient’s own tax and financial advice with regard to the federal and state tax considerations resulting from Recipient’s receipt of the Award and Recipient’s receipt of the Shares upon Settlement of the vested portion of the Award. Recipient understands that the Company, to the extent required by law, will report to appropriate taxing authorities the payment to Recipient of compensation income upon the Settlement of RSUs under the Award and Recipient shall be solely responsible for the payment of all federal and state taxes resulting from such Settlement.

  • Closing Consideration The closing consideration shall be delivered at the Closing as follows:

  • Additional Consideration Retrocessionaire agrees to pay under the Inuring Retrocessions all future premiums Retrocedant is obligated to pay pursuant to the terms of the Inuring Retrocessions to the extent that such premiums are allocable to Retrocessionaire in the manner set forth in Exhibit E hereto, and not otherwise paid by Retrocessionaire and to indemnify Retrocedant for all such premiums paid directly by Retrocedant, net of any ceding commissions and similar amounts paid by Third Party Retrocessionaires to Retrocedant.

  • Initial Consideration On the Effective Date, Retrocessionaire shall reimburse Retrocedant for one hundred percent (100%) of any and all unearned premiums paid by Retrocedant under such Inuring Retrocessions net of any applicable unearned ceding commissions paid to Retrocedant thereunder.

  • Cash Consideration In case of the issuance or sale of additional Shares for cash, the consideration received by the Company therefor shall be deemed to be the amount of cash received by the Company for such Shares (or, if such Shares are offered by the Company for subscription, the subscription price, or, if such Shares are sold to underwriters or dealers for public offering without a subscription offering, the public offering price), without deducting therefrom any compensation or discount paid or allowed to underwriters or dealers or others performing similar services or for any expenses incurred in connection therewith.

  • Other Consideration As additional consideration, Purchaser shall also assume the Assumed Liabilities at the time of Closing.

  • Purchase Price; Consideration Purchaser shall, on the date hereof (the “Closing Date”), issue to Seller a promissory note, substantially in the form attached hereto as Exhibit B, in the sum of Fifteen Thousand Dollars ($15,000) (the “Promissory Note”) as the consideration for the Ownership Interests.

  • Stock Consideration 3 subsidiary...................................................................53

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