Termination Rules. The impact on your award of your termination of employment is described in the Appendix hereto. Except as described in the Appendix hereto, if your employment ends prior to the latest vesting date specified for the applicable portion of your award, the unvested portion of the corresponding award will be forfeited upon your termination of employment.

Termination Rules. In connection with a Terminating Sale or Disposition, Net Income shall be allocated as follows: (a) first, to Partners having negative capital account balances, in proportion to and to the extent of their respective negative capital account balances; (b) second, 95% to the Limited Partners and 5% to the General Partners until the capital account balance of each Limited Partner (determined after making the allocation described in Section 11.4.4 (a) but before distributing the proceeds from such sale) shall equal his Original Contribution. In the event the Net Income to be allocated to Limited Partners pursuant to this Section 11.4.4(b) shall be insufficient to bring the capital account balance of each Limited Partner to whom such allocation is required to said balance, then such Net Income shall be allocated first to Limited Partners having the smallest capital accounts per Unit so as to equalize, to the extent possible, the capital accounts per Unit of all Limited Partners; (c) third, 95% to the Limited Partners and 5% to the General Partners until the capital account balance of each Partner (determined after making the allocations described in Sections 11.4.4(a) and (b) but before distributing the proceeds from such sale) shall equal the amount which would have been distributed to such Partner in respect of such Terminating Sale or Disposition had the proceeds from such sale been distributed pursuant to the provisions of Sections 11.6.1 and 11.6.2; (d) fourth, 95% to the Limited Partners and 5% to the General Partners, until the capital account balance of each Partner shall equal the amount which would have been distributed to such Partner had the proceeds from such sale been distributed pursuant to the provisions of Sections 11.6.1, 11.6.2 and 11.6.3; and (e) the remainder of such Net Income, if any, shall be allocated to the Partners in the ratios provided for in Section 11.6.4. The portion of the Net Income under this Section 11.4.4(e) which is allocated to the Limited Partners as a group shall, to the extent of any unpaid cumulative noncompounded return of the Limited Partners under Sections 11.6.2 and 11.6.3, first be allocated among the Limited Partners in proportion to such unpaid return due each Limited Partner.

Termination Rules. Notwithstanding the foregoing provisions of this Paragraph 11.4, upon a Sale or Disposition in connection with the termination of the Partnership (defined as the Sale or Disposition of the Partnership's last three Properties) (a) Net Income arising from such a Sale or Disposition, up to an amount equal to the sum of the negative capital account balances of Partners having negative capital account balances shall first be allocated to Partners having negative capital account balances pro rata in proportion to their respective negative capital account balances and (b) Net Income arising from such a Sale or Disposition allocated to the Limited Partners as a group pursuant to Paragraphs 11.4.1 and 11.4.2 shall be allocated first to Limited Partners having the smallest capital accounts per Unit so as to equalize, to the extent possible, the capital accounts per Unit of all Limited Partners and then allocated as described in add Paragraphs 11.4.1 and 11.4.1

Termination Rules. Termination notices Subsection 1 Salaried employees

Termination Rules. Both parties agree that where termination arose, both parties shall observe the following rules: 12.1. The Issuer shall cause to pay and settle any outstanding or unpaid invoices of the Advisor. The Issuer shall make such payments to the Advisor within fourteen (14) days from the date of the termination notice and to remit such amount to the Advisor in the manner described under Clause 4.5 above. 12.2. The Advisor upon receipt of such payments and the amount from the Issuer as described under Clause 12.1. above, the Advisor shall cause to return all documents belonging to the Issuer by post or courier or to be collected by the Issuer personally. Correspondence, records, reports, statements, memorandums and minutes etc., that touches the Assignment written and/or produced by the Advisor and those work-in-progress will not be given to the Issuer. It is the property of the Advisor. 12.3. After termination, both parties shall observe the rule of confidentiality and shall not photocopy, print, distribute and/or disclose (whether verbal or express) any materials of the Assignment that have used or resulted from the service of this Agreement.

Termination Rules. In connection with a sale or disposition of all or substantially all of the Partnership's property, Net Income shall be allocated as follows: (a) first, to Partners having negative capital account balances in proportion to and to the extent of their respective negative capital account balances; (b) then, 98% to the Limited Partners and 2% to the General Partner until the capital account balance of each (determined after making the allocation described in Section 10.5.1 (a) but before distributing the proceeds from such sale) shall equal an amount equal to the capital contributions (initial and deferred) previously made by the Partners less previous Distributions in payment of such capital contributions. In the event the Net Income to be allocated to Limited Partners pursuant to this Section 10.6.1 (b) shall be insufficient to bring the capital account balance of each to whom such allocation is required to said balance, then such Net Income shall be allocated first to Limited Partners having the smallest capital accounts per Unit so as to equalize, to the extent possible, the capital accounts per Unit of all Limited Partners.

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Allocation Rules In determining the Distributor's 12b-1 Share in respect of a particular Portfolio: (a) There shall be allocated to the Distributor and each Other Distributor all Commission Shares of such Portfolio which were sold while such Distributor or such Other Distributor, as the case may be, was the exclusive distributor for the Shares of the Portfolio, determined in accordance with the transfer records maintained for such Portfolio.
Arbitration Rules (a) The arbitration shall be conducted in accordance with this Employment Agreement, using as appropriate the AAA Employment Dispute Resolution Rules in effect on the date hereof. The arbitrator shall not be bound by the rules of evidence or of civil procedure, but rather may consider such writings and oral presentations as reasonable business people would use in the conduct of their day-to-day affairs, and may require both Parties to submit some or all of their respective cases by written declaration or such other manner of presentation as the arbitrator may determine to be appropriate. The Parties agree to limit live testimony and cross-examination to the extent necessary to ensure a fair hearing on material issues. (b) The arbitrator shall take such steps as may be necessary to hold a private hearing within 120 days of the initial request for arbitration and to conclude the hearing within two days; and the arbitrator’s written decision shall be made not later than 14 calendar days after the hearing. The Parties agree that they have included these time limits in order to expedite the proceeding, but they are not jurisdictional, and the arbitrator may for good cause allow reasonable extensions or delays, which shall not affect the validity of the award. Both written discovery and depositions shall be allowed. The extent of such discovery will be determined by the Parties and any disagreements concerning the scope and extent of discovery shall be resolved by the arbitrator. The written decision shall contain a brief statement of the claim(s) determined and the award made on each claim. In making the decision and award, the arbitrator shall apply applicable substantive law. The arbitrator may award injunctive relief or any other remedy available from a judge, including consolidation of this arbitration with any other involving common issues of law or fact which may promote judicial economy, and may award attorneys’ fees and costs to the prevailing Party, but shall not have the power to award punitive or exemplary damages. The Parties specifically state that the agreement to limit damages was agreed to by the Parties after negotiations.
Other Allocation Rules (a) For purposes of determining Profits, Losses and any other items allocable to any period, Profits, Losses and any such other items shall be determined on a daily, monthly or other basis, as determined by the Directors using any permissible method under Code Section 706 and the Regulations thereunder. (b) The Unit Holders are aware of the income tax consequences of the allocations made by this Article III and hereby agree to be bound by the provisions of this Article III in reporting their shares of Company income and loss for income tax purposes. (c) Solely for purposes of determining a Unit Holder’s proportionate share of the “excess nonrecourse liabilities” of the Company within the meaning of Regulations Section 1.752-3(a)(3), the Unit Holders’ aggregate interests in Company Profits shall be deemed to be as provided in the Capital Accounts. To the extent permitted by Section 1.704-2(h)(3) of the Regulations, the Directors shall endeavor to treat distributions of Net Cash Flow as having been made from the proceeds of a Nonrecourse Liability or a Unit Holder Nonrecourse Debt only to the extent that such distributions would cause or increase an Adjusted Capital Account Deficit for any Unit Holder. (d) Profits and Losses to the Unit Holders shall be allocated among the Unit Holders in the ratio which each Unit Holder’s Units bears to the total number of Units issued and outstanding.
Special Allocation Rules Notwithstanding any other provision of the Agreement or this Exhibit C, the following special allocations shall be made in the following order:
Place of Arbitration; Rules All arbitration will be conducted in Massachusetts unless we agree otherwise in writing in a specific case. All arbitration will be conducted before a single arbitrator in accordance with the rules of the American Arbitration Association.
Termination Procedure a. Upon termination of this Contract the DCYF, in addition to any other rights provided in this Contract, may require the Contractor to deliver to DCYF any property specifically produced or acquired for the performance of such part of this Contract as has been terminated. The provisions of Section (TREATMENT OF ASSETS) shall apply in such property transfer. b. DCYF shall pay to the Contractor the agreed upon price, if separately stated, for completed work and service(s) accepted by DCYF, and the amount agreed upon by the Contractor and DCYF for (i) completed work and service(s) for which no separate price is stated, (ii) partially completed work and service(s), (iii) other property or services which are accepted by DCYF, and (iv) the protection and preservation of property, unless the termination is for default, in which case DCYF and Contractor may agree to the extent of the liability of DCYF. Failure to agree to the extent of the liability shall be a dispute within the meaning of Section (DISPUTES) of this Contract. DCYF may withhold from any amounts due the Contractor such sum as DCYF determines to be necessary to protect DCYF against potential loss or liability. c. The rights and remedies of DCYF provided in this Section (TERMINATION PROCEDURE) shall not be exclusive and are in addition to any other rights and remedies provided by law or under this Contract. d. After receipt of a notice of termination, and except as otherwise directed by DCYF, the Contractor shall: (1) Stop work under the contract on the date, and to the extent specified, in the notice; (2) Place no further orders or subcontracts for materials, services, or facilities except as may be necessary for completion of such portion of the work under the Contract as is not terminated; (3) Assign to DCYF, in the manner, at the times, and to the extent directed by DCYF, all of the rights, title, and interest of the Contractor under the orders and subcontracts so terminated, in which case DCYF has the right, at its discretion, to settle or pay any or all claims arising out of the termination of such orders and subcontracts; (4) Settle all outstanding liabilities and all claims arising out of such termination of orders and subcontracts, with the approval or ratification of DCYF to the extent DCYF may require, which approval or ratification shall be final for all the purposes of this clause; (5) Transfer title to DCYF and deliver in the manner, at the times, and to the extent directed by this Contract or by DCYF any property which, if the contract had been completed, would have been required to be furnished to DCYF; (6) Complete performance of such part of the work as shall not have been terminated by DCYF; and (7) Take such action as may be necessary, or as DCYF may direct, for the protection and preservation of the property related to this contract which is in the possession of the Contractor and in which DCYF has or may acquire an interest.
Termination Procedures The Contractor acknowledges that this Agreement may be terminated for Convenience or Default.
Margin Rules Neither the issuance, sale and delivery of the Placement Shares nor the application of the proceeds thereof by the Company as described in the Registration Statement and the Prospectus will violate Regulation T, U or X of the Board of Governors of the Federal Reserve System or any other regulation of such Board of Governors.
Order of Benefit Determination Rules When a Member is covered by two or more plans, the rules for determining the order of benefit payments are as follows:
CFR PART 200 Termination Termination for cause and for convenience by the grantee or subgrantee including the manner by which it will be effected and the basis for settlement. (All contracts in excess of $10,000) Pursuant to the above, when federal funds are expended by ESC Region 8 and TIPS Members, ESC Region 8 and TIPS Members reserves the right to terminate any agreement in excess of $10,000 resulting from this procurement process for cause after giving the vendor an appropriate opportunity and up to 30 days, to cure the causal breach of terms and conditions. ESC Region 8 and TIPS Members reserves the right to terminate any agreement in excess of $10,000 resulting from this procurement process for convenience with 30 days notice in writing to the awarded vendor. The vendor would be compensated for work performed and goods procured as of the termination date if for convenience of the ESC Region 8 and TIPS Members. Any award under this procurement process is not exclusive and the ESC Region 8 and TIPS reserves the right to purchase goods and services from other vendors when it is in the best interest of the ESC Region 8 and TIPS. Does vendor agree? Yes

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