Substitution of Individuals Sample Clauses

Substitution of Individuals. In the event that an Employee resigns as an employee of HG or has been terminated by HG as an employee (“Termination Event”), HG shall provide notice of such Termination Event to TH. If an Employee is subject to a Termination Event: (i) HG shall use its reasonable efforts to replace or substitute another individual as an Employee but shall not have any liability to TH for its failure to do so; (ii) HG shall provide written notice to TH of such replacement or substitute Employee; and (iii) the Parties shall consent in writing to the amendment of the attached Exhibit A, including the salary, the benefit cost and the Allocation Percentage attributable to such replacement or substituted Employee, which shall not be unreasonably withheld. If an Employee is subject to a Termination Event and if HG has not replaced or substituted such Employee, all references to such Employee and costs allocations to such Employee shall be deemed automatically deleted from the attached Exhibit A.
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Substitution of Individuals. 6.1. Orientation and training to the service requirements will be provided; therefore, it is requested that the same inspector be available for the duration of the assignment. 6.1.1. If for any reason (illness, vacation, training, etc.) the inspector(s) must leave before the assignment is complete, the Engineer shall furnish a replacement meeting the minimum qualifications stated in the specification, as soon as possible, but not later than 24 hours thereafter. Any change of personnel will require prior approval from the State. 6.1.2. In the event an Inspector must be replaced, the Engineer will be responsible for the time required for orientation and training of the new inspector(s). The State will not be charged for training period any time any inspector(s) is replaced.
Sample 1
Substitution of Individuals. In the event that an HG Employee or TH Employee resigns as an employee of HG or TH, as applicable, or has been terminated by HG or TH as an employee, as applicable (a “Termination Event”), the Party whose employee has resigned or been terminated (the “Affected Employer”) shall provide notice of such Termination Event to the other Party (the “Affected Party”). If an HG Employee or a TH Employee is subject to a Termination Event: (i) the Affected Employer shall use its reasonable efforts to replace or substitute another individual as an employee but shall not have any liability to the Affected Party for its failure to do so; (ii) the Affected Employer shall provide written notice to the Affected Party of such replacement or substitute employee; and (iii) the Parties shall consent in writing to the amendment of the attached Exhibit A, including the salary, the benefit cost and the allocation percentage (the “Allocation Percentage”) attributable to such replacement or substituted Employee, which consent shall not be unreasonably withheld
Sample 1
Substitution of Individuals. 6.1. The State reserves the right to require replacement of the inspector(s) during the service period if performance or behavior is determined to be unsatisfactory. 6.2. Orientation and training to the service requirements will be provided; therefore, it is requested that the same inspector be available for the duration of the assignment. 6.2.1. If for any reason (illness, vacation, training, etc.) the inspector(s) must leave before the assignment is complete, the Engineer shall furnish a replacement meeting the minimum qualifications stated in the specification, as soon as possible, but not later than 24 hours thereafter. Any change of personnel will require prior approval from the State. 6.2.2. In the event an Inspector must be replaced, the Engineer will be responsible for the time required for orientation and training of the new inspector(s). The State will not be charged for training period any time any inspector(s) is replaced.
Sample 1

Related to Substitution of Individuals

  • Separation of Insureds All liability policies shall provide cross-liability coverage as would be afforded by the standard ISO (Insurance Services Office, Inc.) separation of insureds provision with no insured versus insured exclusions or limitations.

  • Authorization of Indemnification Any indemnification under this Article VII (unless ordered by a court) shall be made by the Corporation only as authorized in the specific case upon a determination that indemnification of the director or officer is proper in the circumstances because such person has met the applicable standard of conduct set forth in Section 7.1 or Section 7.2, as the case may be. Such determination shall be made, with respect to a person who is a director or officer at the time of such determination, (i) by a majority vote of the directors who are not parties to such action, suit or proceeding, even though less than a quorum, or (ii) by a committee of such directors designated by a majority vote of such directors, even though less than a quorum, or (iii) if there are no such directors, or if such directors so direct, by independent legal counsel in a written opinion or (iv) by the stockholders. Such determination shall be made, with respect to former directors and officers, by any person or persons having the authority to act on the matter on behalf of the Corporation. To the extent, however, that a present or former director or officer of the Corporation has been successful on the merits or otherwise in defense of any action, suit or proceeding set forth in Section 7.1 or Section 7.2 or in defense of any claim, issue or matter therein, such person shall be indemnified against expenses (including attorneys’ fees) actually and reasonably incurred by such person in connection therewith, without the necessity of authorization in the specific case.

  • Definition of Immediate Family Immediate family includes husband, wife, child, stepchild, brother, stepbrother, sister, stepsister, parent, stepparent, or any person serving as a parent, or who has served as a parent, or any other person living in the same household as the employee.

  • Continuation of Indemnity All agreements and obligations of the Corporation contained herein shall continue during the period Agent is a director, officer, employee or other agent of the Corporation (or is or was serving at the request of the Corporation as a director, officer, employee or other agent of another corporation, partnership, joint venture, trust, employee benefit plan or other enterprise) and shall continue thereafter so long as Agent shall be subject to any possible claim or threatened, pending or completed action, suit or proceeding, whether civil, criminal, arbitrational, administrative or investigative, by reason of the fact that Agent was serving in the capacity referred to herein.

  • Examination of Implementation 1. Without prejudice to the procedures set out in Article 188 (Compensation), once the period of time set out in paragraph 3 of Article 186 (Implementation of the Report) has expired, and there is disagreement between the disputing Parties as to the existence or consistency of the measures taken to comply with the Panel report, such dispute shall be referred to the original Panel wherever possible. If not possible, the procedure pursuant to Article 179 (Panel Selection) shall be followed to appoint a new Panel, in which event the periods set out thereof shall be reduced by half (22). 2. This Panel shall issue its report on the matter within 60 days after the date of the referral of the matter to it. When the Panel considers that it cannot provide its report within this timeframe, it shall inform the Parties in writing of the reasons for the delay together with an estimate of the period within which it will submit its report. Any delay shall not exceed a further period of 30 days unless the Parties otherwise agree.

  • Limitation of Indemnity 3.1 Subject to Clause 31.9, an indemnity by either Party under any provision of this Agreement will be without limitation to any indemnity by that Party under any other provision of this Agreement.

  • Continuation of Indemnification All agreements and obligations of the Company contained herein shall continue during the period that the Indemnitee is a director or officer of the Company (or is or was serving at the request of the Company as an agent of another enterprise, foreign or domestic) and shall continue thereafter so long as the Indemnitee shall be subject to any possible Proceeding by reason of the fact that the Indemnitee was a director or officer of the Company or serving in any other capacity referred to in this Paragraph 10.

  • Protection of Improvements So far as practicable, Purchaser shall protect Specified Roads and other improvements (such as roads, trails, telephone lines, ditches, and fences): (a) Existing in the operating area, (b) Determined to have a continuing need or use, and

  • Authorization of Indenture The Indenture has been duly authorized by the Company and, on the Closing Date, will have been duly executed and delivered by the Company, and assuming due authorization, execution and delivery of the Indenture by the Indenture Trustee, the Indenture will constitute a valid, legal and binding agreement of the Company, enforceable against the Company in accordance with its terms, except to the extent that enforceability may be limited by the Enforceability Exceptions.

  • Incorporation of Indenture All the provisions of this Supplemental Indenture shall be deemed to be incorporated in, and made a part of, the Indenture; and the Indenture, as supplemented and amended by this Supplemental Indenture, shall be read, taken and construed as one and the same instrument.

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