TERMINATION INDEMNITY Sample Clauses

TERMINATION INDEMNITY. Because of the exposure of Xx. xx Xxxxx, of his personal investment in his new functions and of the harmful consequences that a rupture of this contract, brought in certain cases as defined hereafter, would be likely to generate in terms of his public image and to his reputation with regard to his professional relationships or possible future employers, the Parties consider that the potential moral and career-related prejudice caused to Xx. xx Xxxxx will be repaired by a contractual termination indemnity equivalent to:
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TERMINATION INDEMNITY. 2.1 In the event the Managing Director voluntarily terminates his/her service contract within three months of the occurrence of an event constituting Good Reason and on account of an event constituting Good Reason, which event occurs either (i) at the time of or within 24 months following the occurrence of a Change of Control, (ii) within three months prior to a Change of Control, whether or not such termination is at the request of an Acquiror, or (iii) at any time more than three months prior to a Change of Control if such triggering event or the Managing Director’s termination is at the request of an Acquiror (“Termination Event”), the Company shall pay the Managing Director a global gross lump sum amount equal to an amount equal to the indemnity he would be entitled to in case of dismissal, calculated according to the law provisions in force on the date of the Termination Event, less any applicable withholding of taxes and applicable social security contributions (hereafter the “Termination Indemnity”).
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TERMINATION INDEMNITY. 2.1 In connection with the termination of the UK Directorship, the Company will pay to Luc Van Eenaeme a termination payment of 76,000 EUR.
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TERMINATION INDEMNITY. 9.1 By way of more favourable treatment, in the event the employment relationship is terminated - even if in the period comprised between 6 months before and 2 years later a “change of control” event pursuant to Article 2359 of the Italian Civil Code - (i) by the Company without “cause” pursuant to Article 2119 of the Italian Civil Code or (ii) by the Executive with resignation for “cause” pursuant to Article 2119 of the Italian Civil Code the Company undertakes to pay the Executive a pre-determined indemnity that entirely replaces the additional indemnity provided by applicable law and the NCLA for unlawful termination. Such indemnity will be equal to 36 months of the overall salary, as provided by Article 2121 of the Italian Civil Code.
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TERMINATION INDEMNITY. 2.1 A total termination indemnity of 760.000 EUR will be paid to Luc Van Eenaeme taking into account the termination of all his working relations within the Group. For what the termination of the Employment Contract is concerned, the Company will pay to Luc Van Eenaeme, who accepts explicitly, a termination indemnity equal to 114.000 EUR gross, covering a notice period of 24 months.
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TERMINATION INDEMNITY. 1. The Company pays a terminationindemnity in the amount ofEUR 570,000.00 (five hundred andseventy thousand) gross, which issubject to payroll tax deductions.
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TERMINATION INDEMNITY. Upon termination or expiration of this Agreement, Agent is entitled to a goodwill indemnity provided that: (1) Agent has brought Principal new customers or has significantly increased the volume of business with existing customers and Principal continues to derive substantial bene ts from the business with such customers; and (2) payment of the indemnity is equitable having regard to all the circumstances, in particular, the commission lost by Agent on the business transacted with such customers. The amount of the indemnity shall not exceed a figure equivalent to an indemnity for one year calculated from Agent’s average annual remuneration over the preceding five years or the length of the contract if less. Agent loses its right to indemnity if he does not claim for it in writing within one year from the termination or expiration of the Agreement. Agent shall have no right to indemnity, if (1) Principal has terminated the Agreement due to Agent’s material breach of this Agreement or other Agent’s act or omission that has seriously violated Principal’s interest; (2) Agent has terminated the Agreement, unless the termination was made due to a reason attributable to Principal or on grounds of Agent’s age or illness; or (3) Agent has transferred its contractual rights and obligations with Principal’s permission to a third party.
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Related to TERMINATION INDEMNITY

  • Termination Indemnities The value of the RSUs is an extraordinary item of compensation outside the scope of your employment contract, if any. As such, the RSUs are not part of normal or expected compensation for purposes of calculating any severance, resignation, redundancy, end of service payments, bonuses, long-service awards, pension or retirement benefits or similar payments to which you may be otherwise entitled.

  • Mandatory Indemnification; Indemnification as a Witness (i) To the extent that Indemnitee shall have been successful on the merits or otherwise in defense of any Claim relating to an Indemnifiable Event or any portion thereof or in defense of any issue or matter therein, including without limitation dismissal without prejudice, Indemnitee shall be indemnified against all Losses relating to such Claim in accordance with Section 2 to the fullest extent allowable by law, and no Standard of Conduct Determination (as defined in Section 8(b)) shall be required.

  • Securitization Indemnification (i) Borrower agrees to indemnify, hold harmless and defend the Indemnified Parties from and against any and all proceedings, losses, claims, damages, liabilities, penalties, costs and expenses (whether initiated or sought by Governmental Authorities or private parties), including Attorneys’ Fees and Costs, which may be incurred by any Indemnified Party (either directly or indirectly), which arise out of, are in any way related to, or are as a result of a claim that the Borrower Information contains an untrue statement of any material fact or the Borrower Information omits to state a material fact necessary in order to make the statements therein, in light of the circumstances under which they are made, not misleading (collectively, the “Securitization Indemnification”).

  • Exculpation; Indemnification Notwithstanding any other provisions of this Agreement, whether express or implied, or any obligation or duty at law or in equity, neither the Sole Member, nor any officers, directors, stockholders, partners, employees, affiliates, representatives or agents of the Sole Member, or any manager, officer, employee, representative or agent of the Company (individually, a “Covered Person” and, collectively, the “Covered Persons”) shall be liable to the Company or any other person for any act or omission (in relation to the Company, its property or the conduct of its business or affairs, this Agreement, any related document or any transaction or investment contemplated hereby or thereby) taken or omitted by a Covered Person in the reasonable belief that such act or omission is in or is not contrary to the best interests of the Company and is within the scope of authority granted to such Covered Person by the Company, provided such act or omission does not constitute fraud, willful misconduct, bad faith or gross negligence. To the fullest extent permitted by law, the Company shall indemnify and hold harmless each Covered Person from and against any and all civil, criminal, administrative or investigative losses, claims, demands, liabilities, expenses, judgments, fines, settlements and other amounts arising from any and all claims, demands, actions, suits or proceedings (“Claims”), in which the Covered Person may be involved, or threatened to be involved, as a party or otherwise, by reason of its management of the affairs of the Company or which relates to or arises out of the Company or its property, business or affairs. A Covered Person shall not be entitled to indemnification under this Section 11 with respect to (i) any Claim with respect to which such Covered Person has engaged in fraud, willful misconduct, bad faith or gross negligence or (ii) any Claim initiated by such Covered Person unless such Claim (or part thereof) (A) was brought to enforce such Covered Person’s rights to indemnification hereunder or (B) was authorized or consented to by the Board or the Sole Member. Expenses incurred by a Covered Person in defending any Claim shall be paid by the Company in advance of the final disposition of such Claim upon receipt by the Company of an undertaking by or on behalf of such Covered Person to repay such amount if it shall be ultimately determined that such Covered Person is not entitled to be indemnified by the Company as authorized by this Section 11.

  • Insurance Indemnity 16.1 The NZOC will arrange travel and public liability insurance for all members of the Team, a summary of which will be provided to you by the NZOC as soon as practicable.

  • Release Indemnification (a) In further consideration of Agent’s and Lenders’ execution of this Amendment, each Credit Party, individually and on behalf of its successors (including, without limitation, any trustees acting on behalf of such Credit Party and any debtor-in-possession with respect to such Credit Party), assigns, subsidiaries and affiliates, hereby forever releases Agent and each Lender and their respective successors, assigns, parents, subsidiaries, affiliates, officers, employees, directors, agents and attorneys (collectively, the “Releasees”) from any and all debts, claims, demands, liabilities, responsibilities, disputes, causes, damages, actions and causes of actions (whether at law or in equity) and obligations of every nature whatsoever, whether liquidated or unliquidated, whether known or unknown, matured or unmatured, fixed or contingent (collectively, “Claims”) that such Credit Party may have against the Releasees which arise from or relate to any actions which the Releasees may have taken or omitted to take in connection with the Obligations, the Credit Agreement or the other Loan Documents prior to the date this Amendment was executed, including, without limitation, with respect to the Obligations, any Collateral, the Credit Agreement, any other Loan Document and any third parties liable in whole or in part for the Obligations, other than debts, claims, demands, liabilities, responsibilities, disputes, causes of action and obligations to the extent they result from any Releasee’s gross negligence or willful misconduct, as finally determined by a court of competent jurisdiction. This provision shall survive and continue in full force and effect whether or not the Credit Parties shall satisfy all other provisions of this Amendment, the Loan Documents or the Credit Agreement, including payment in full of all Obligations.

  • Compensation; Indemnity; Fees The Depositor agrees:

  • Waiver and Indemnity (a) No omission or delay by Lender in exercising any right or power under this Agreement or any related agreements and documents will impair such right or power or be construed to be a waiver of any default, or Event of Default or an acquiescence therein, and any single or partial exercise of any such right or power will not preclude other or further exercise thereof or the exercise of any other right, and as to any Borrower no waiver will be valid unless in writing and signed by Lender and then only to the extent specified.

  • Continuing Indemnity Lessor may require Lessee to effect and to maintain insurance after the Expiry Date with respect to its liability under the indemnities in Clause 10 for such period as Lessor may reasonably require (but in any event not more than 3 years) which provides for each Indemnitee to be named as additional insured. Lessee's obligation in this Clause shall not be affected by Lessee ceasing to be lessee of the Aircraft and/or any of the Indemnitees ceasing to have any interest in respect of the Aircraft.

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