Transition Term. Notwithstanding the expiration of the initial term or any subsequent term or all options to renew, CONTRACTOR and CITY shall continue performance under this Contract until the CITY has a new contract in place with either CONTRACTOR or another provider or until the CITY terminates the Contract.
Transition Term. (a) From the Notice Date through the first to occur of (i) September 30, 2022, and (ii) the date that the Company notifies you in writing that a new Chief Financial Officer of the Company (“New CFO”) is appointed and ready to serve in such capacity (the “Resignation Date” and such term, the “Transition Term”), Executive shall continue as Chief Financial Officer as a full-time at-will employee of the Company and shall continue to have and perform such reasonable and lawful duties, responsibilities and authority as the Board of Directors (or equivalent, e.g. the Management Board or Supervisory Board) of Parent (in either case, the “Board”) and/or the Chief Executive Officer of the Company or Parent may designate from time to time, including (x) the performance of Executive’s current duties and responsibilities as Chief Financial Officer and (y) assisting the Company in the hiring or appointment of the New CFO (the “Transition Term Services”) ; provided, that, should Executive contractually commit to commence employment in an executive role with a company unaffiliated with the Company or Parent and has so notified the Company in writing, Company and Executive shall endeavor to expedite the timing of the Resignation Date to reasonably enable such contractually committed commencement date. During the Transition Term, Executive will perform the Transition Term Services in substantially the same manner and with substantially the same effort, time commitment and level of care as Executive has historically performed duties for the Company prior to the Notice Date and, in all instances, in compliance with all applicable laws and Company policies.
(b) During the Transition Term, the Company shall continue to pay Executive a salary at an annual rate of $400,000, pro-rated for any partial period of service and less all amounts required or authorized to be withheld by law, including all applicable federal, state and local withholding taxes, payable in accordance with the Company’s standard payroll policies (the “Current Base Salary”). During the Transition Term, (i) Executive shall continue to be eligible to participate in the same employee benefit plans, programs and arrangements of the Company that Executive participated in on the Notice Date, subject to the terms and conditions of such plans and programs, (ii) Executive’s Options will continue in accordance with their terms and will continue to vest and become exercisable as a result of Executive’s continued service ...
Transition Term. Promptly after June 30, 2002, the parties hereby agree to negotiate in good faith and enter into a Transition Services Agreement with terms reasonably acceptable to each party. The Transition Services Agreement will provide for the termination of all administrative support and information services provided by Continental to Express over a period of time to be set forth therein. Unless terminated earlier pursuant to another provision hereof, this Agreement shall terminate upon the effectiveness of the Transition Services Agreement referred to in the preceding sentences or, if no Transition Services Agreement is entered into, on December 31, 2003.
Transition Term. The Executive hereby agrees to continue to serve as a non-executive employee, with such non-executive employment to begin as of the Resignation Date and continue through December 31, 2013 (the “Transition Term”). The date the Transition Term ends is referred to in the Agreement as the “Retirement Date.”
Transition Term. The Transition Term shall begin on May , 2023 and continue through June 30, 2023. During the Transition Term, the Foundation shall focus on assessing current teaching faculty, administrative personnel and other District employees and personnel and recruiting additional faculty, administrative personnel and other employees as the Foundation determines to be necessary and appropriate to the operations and management of the District. Foundation, on behalf of the District, may begin entering into employment and teaching contracts with teachers, principals and other District personnel as it determines to be necessary and appropriate. The Commissioner hereby delegates its authority to enter into such employment contracts to the Foundation. Foundation shall provide copies of such contracts to the Commissioner. If the Commissioner does not object to any such contract within five (5) business days of receipt, the contract shall be deemed approved by the Commissioner. Additionally, the Foundation shall begin a facility assessment for the purpose of determining necessary repairs and improvements in order to provide a safe and secure educational environment that facilitates student success. During the Transition Term, the Foundation shall have full access to all necessary and appropriate information and records of and relating to the District. District shall retain other operational controls during the Transition Term.
Transition Term. (a) Executive hereby agrees to resign as Chief Executive Officer of the Company at the expiration of the Initial Term. From the expiration of the Initial Term through December 31, 2015 (the "Transition Term"), Executive shall continue to be employed as Executive Chairman of the Company. The mutual obligations of the parties under Section 2 of the Employment Agreement shall continue to apply during the Transition Term, except for the first sentence of Section 2(a) and the first sentence of Section 2(b).
(b) During the Transition Term, Executive's duties and responsibilities as Executive Chairman shall include (i) coaching and developing Executive's successor as President and Chief Executive Officer of the Company, (ii) participating in the development and communication of the Company's long-term strategic plan, (iii) providing industry leadership as spokesman for power generation and public policy, and (iv) such other responsibilities as assigned by the Board from time to time.
Transition Term. (a) The Transition Term of this Lease shall commence on the Effective Date and, unless sooner terminated as specifically provided in this Lease, shall end on the Commencement Date. In the event Tenant has not received Bona Ride Prospective Lessee Letters in form and substance satisfactory to Tenant within six (6) months of the Effective Date, Tenant shall, in its sole and absolute discretion, either (i) waive the requirement for delivery of Bona Ride Prospective Lessee Letters, in which event the Commencement Date shall be determined as set forth in the Basic Lease Information, or (ii) terminate this Lease, in which event this Lease shall terminate and be of no further force, unless the date for the delivery of Bona Ride Prospective Lessee Letters in form and substance satisfactory to Tenant is further extended by the Parties in writing. Landlord shall deliver possession of the Premises to Tenant on the Commencement Date, and Tenant shall accept such delivery of the Premises on the -28- SAA2 - 402923 Commencement Date, provided, that Tenant shall have the right during the Transition Term to enter the Premises for the purpose of commencing and pursuing the planning, design, and permitting of the work contemplated by the Initial Projects. No Rent will be due or payable for the Transition Term. During the Transition Term, Tenant and Landlord shall fully cooperate with each other to ensure there will be a seamless turnover of possession of the Premises to Tenant on the Commencement Date and a seamless transition in the operations of the Airfield and the Golf Course on the Commencement Date as contemplated by the Airfield Management and Operations Plan and the Golf Course Operations Plan. During the Transition Term, Landlord shall not encumber the Property with a deed of trust or other monetary encumbrance, or voluntarily grant any easements, covenants, restrictions or conditions impacting the Premises except as otherwise provided in the Lease. In furtherance of such transition, Landlord will provide Tenant during the Transition Period access to the Premises and Landlord's staff, employees and contractors who are involved in the operations of the Premises. Landlord will also make available to Tenant for its review, inspection and copying the books, records and other information in Landlord's possession that relate to such operations, to ensure an orderly and smooth transition, including an orderly and smooth transition of the Airfield and Golf Course operations...
Transition Term. 7.1 Subject to any law and\or hereto, the Seller shall act and wield his influence as Company shareholder as of the execution hereof up to Closure Date (hereinafter: “Transition Term”) as follows:
7.1.1 The Seller shall neither take nor omit an action which shall prevent the continued management of the Company as managed thus far, and (b) without derogating from the generality of the above, the Seller shall wield his power as a shareholder so that the Company shall avoid taking the following actions, unless such action is required by law: (a) creating pledges, encumbrances and\or granting rights to third parties concerning Company activities; (b) providing and\or undertaking to provide guarantees and\or any proprietary assurance of any kind; (c) employing Company employees.
7.1.2 The Seller undertakes that during the Transition Term he shall not negotiate with any third party regarding any transaction which contradicts and\or contravenes the transaction contemplated herein or undertake any engagement which could prevent the closure of the transaction contemplated herein.
7.2 Should during Transition Term any fundamental change occur in any of the displays by the Seller and\or Company in section 3 hereinabove which could have a negative impact on the Company, the Seller shall notify the Purchaser thereof in writing shortly following such change and within a reasonable time prior to the closure of the transaction contemplated herein.
Transition Term. During the Transition Term, Executive agrees to serve as Chairman and shall receive no additional cash compensation for such services, including retainers and meeting fees, equity compensation and other compensation scheduled to be paid to the Company’s non-employee members of the Board (except he shall be reimbursed for the expenses of attending Board meetings), but shall receive a stock option for such services as set forth in Section 3(b).
Transition Term. During the Transition Term, Executive will be paid for his services to the Company in the manner described in this paragraph. During the period commencing on January 1, 2008 and ending on December 31, 2012, Executive will be paid a Salary at the annual rate of Five Hundred Thousand Dollars ($500,000), and during the period commencing on January 1, 2013 and ending on December 31, 2014, Executive will be paid a Salary at the annual rate of Two Hundred Fifty Thousand Dollars ($250,000). The Salary shall be payable in periodic installments in accordance with the Company's usual practice for its senior executives. During the Transition Term, Executive will be provided with office space on the Company's premises or comparable office space off-premises, as the Company may determine in its sole discretion.
