PROVIDED THAT. If the parties elect to utilize the alternative procedure herein provided, namely, the joint selection of a single arbitrator, and if that arbitrator should resign or die before completing the performance of the duties, the parties shall revert with respect to the dispute concerned, to their respective positions as of the date on which the written request to arbitrate the dispute was delivered.
PROVIDED THAT. If the parties elect to utilize the alternative procedure herein provided, namely the joint selection of a single arbitrator, and if that arbitrator should resign or die before completing the performance of his/her duties, the parties shall revert with respect to the dispute concerned, to their respective positions as of the date on which the written request to arbitrate the dispute was delivered. The Board of Arbitration shall enter upon its duties within ten (10) days after the appointment of the Chairperson, unless otherwise mutually agreed by the parties, and shall render its decision as soon thereafter as possible. If the dispute is referred to a single arbitrator, he/she shall enter upon the duties undertaken by him/her within ten (10) days after his appointment, unless otherwise mutually agreed by the parties, and shall render his/her decision as soon thereafter as possible. The decision of the Arbitration Board (or of the single arbitrator when the alternative procedure has been invoked) shall be limited to the dispute or question contained in the statement or statements submitted by the parties, and the decision shall not change, add to, vary or disregard any provision of this Agreement. Decisions of the majority of the members of the Arbitration Board (or the decision of the single arbitrator) made under the authority of this Arbitration Clause, shall be final and binding upon the parties to this Collective Agreement and all persons upon whom the Collective Agreement is binding.
PROVIDED THAT the All Cash Option is not exercised:
Examples of PROVIDED THAT in a sentence
NO WARRANTY IS PROVIDED THAT THE SOFTWARE WILL BE FREE FROM DEFECTS OR VIRUSES OR THAT OPERATION OF THE SOFTWARE WILL BE UNINTERRUPTED.
PROVIDED THAT the Guarantor shall forthwith pay to the Employer the said sum stated above upon first written demand of the Employer without cavil or argument and without requiring the Employer to prove or to show grounds or reasons for such demand, notice of which shall be sent by the Employer by registered post duly addressed to the Guarantor at its address given above.
THIS AGREEMENT AND ANY CLAIM, CONTROVERSY OR DISPUTE ARISING UNDER OR RELATED TO THIS AGREEMENT SHALL BE GOVERNED BY, AND CONSTRUED IN ACCORDANCE WITH THE LAWS OF, THE STATE OF NEW YORK WITHOUT REGARD TO ITS CHOICE OF LAW PROVISIONS (OTHER THAN SECTION 5-1401 OF THE GENERAL OBLIGATIONS LAW OF NEW YORK), PROVIDED THAT ALL RIGHTS AND OBLIGATIONS OF THE SELLING SHAREHOLDER UNDER THIS AGREEMENT SHALL BE GOVERNED BY, AND CONSTRUED IN ACCORDANCE WITH, THE FEDERAL LAWS OF THE UNITED STATES OF AMERICA.
THIS TRUST AGREEMENT AND THE RIGHTS AND OBLIGATIONS OF EACH OF THE SECURITYHOLDERS, THE TRUST AND THE TRUSTEES WITH RESPECT TO THIS TRUST AGREEMENT AND THE TRUST SECURITIES SHALL BE CONSTRUED IN ACCORDANCE WITH AND GOVERNED BY THE INTERNAL LAWS OF THE STATE OF DELAWARE; PROVIDED THAT THE IMMUNITIES AND STANDARD OF CARE OF THE PROPERTY TRUSTEE SHALL BE GOVERNED BY NEW YORK LAW.
THE PARTY MAKING SUCH REQUEST SHALL HAVE THE OBLIGATION TO ARRANGE FOR AND PAY THE COSTS OF THE COURT REPORTER, PROVIDED THAT SUCH COSTS, ALONG WITH THE REFEREE’S FEES, SHALL ULTIMATELY BE BORNE BY THE PARTY WHO DOES NOT PREVAIL, AS DETERMINED BY THE REFEREE.
More Definitions of PROVIDED THAT
PROVIDED THAT disability" shall mean Employee's inability to perform Employee's essential job responsibilities with or without reasonable accommodation. Due to the critical importance of this position to the Company, it is agreed that it would be an undue hardship for the Employee to be on a medical leave of absence for a period exceeding 180 consecutive days or 180 days in the aggregate in any 12-month period.
PROVIDED THAT. Consolidated Interest Expense" shall not (i) include any interest expense accrued and not paid or payable in cash in respect of Non-Cash-Pay Indebtedness or (ii) reflect any gains or losses attributable to the unwinding of interest rate swaps associated with the prepayment of associated Senior Term Loans.".
PROVIDED THAT the Interest Rate shall mean the rate of two and one-half percent (2.50%) per annum in excess of the Prime Rate as to Prime Rate Loans and the rate of five percent (5%) per annum in excess of the Adjusted Eurodollar Rate as to Eurodollar Rate Loans, at Lender's option, without notice, (a) for the period on and after the date of termination or non-renewal hereof, or the date of the occurrence of any Event of Default or event which with notice or passage of time or both would constitute an Event of Default, and for so long as such Event of Default or other event is continuing as determined by Lender and until such time as all Obligations are indefeasibly paid in full (notwithstanding entry of any judgment against Borrower) and (b) on the Revolving Loans at any time outstanding in excess of the amounts available to Borrower under Section 2 (whether or not such excess(es), arise or are made with or without Lender's knowledge or consent and whether made before or after an Event of Default). AND PROVIDED FURTHER THAT, only the first $5,000,000 of total combined Obligations shall be entitled to a Reduced Rate, so that, if, for example, $5,000,000 of outstanding Obligations was bearing interest at the Eurodollar Reduced Rate, then all other outstanding Obligations bearing interest at a rate based on the Prime Rate would bear interest at the Regular Prime Rate, and vice versa.
PROVIDED THAT. New Securities" does not include: (i) the Series A, Series B, Series C, Series D or Series E Preferred Stock, or the Common Stock issuable upon conversion thereof; (ii) securities issued pursuant to the acquisition of another business entity by the Company by merger, purchase of substantially all of the assets of such entity, or other reorganization whereby the Company owns not less than a majority of the voting power of such entity; (iii) shares, or options to purchase shares, of the Company's Common Stock and the shares of Common Stock issuable upon exercise of such options, issued pursuant to a stock option plan or restricted stock plan approved by the Board of Directors and shareholders of the Company to employees, officers and directors of, or consultants, advisors or other persons performing services for, the Company; (iv) shares of the Company's Common Stock or Preferred Stock of any series issued in connection with any stock split, stock dividend or recapitalization of the Company; (v)Common Stock issued upon exercise of warrants, options or convertible securities if the issuance of such warrants, options or convertible securities was a result of the exercise of the right of first refusal granted under this Section 4.1 or was subject to the right of first refusal granted under this Section 4.1; (vi) securities issued to financial institutions in connection with the extension of credit to the corporation or in connection with the lease of equipment and in both cases for other than equity financing purposes; and (v) securities sold to the public in an offering pursuant to a registration statement filed with the Securities and Exchange Commission under the Act.
(i) The applicable "Percentage" for the Major Investor shall be the number of shares of New Securities calculated by dividing (i) the total number of shares of Common Stock owned by the Major Investor (assuming conversion of all shares of Preferred Stock and exercise of any options or warrants held by said Major Investor) by (ii) the total number of shares of Common Stock outstanding at the time the Notice is given (assuming conversion of all shares of Preferred Stock and exercise of all outstanding rights, options and warrants to acquire Common Stock of the Company). Each Major Investor shall have the right of over-allotment such that if any Major Investor fails to exercise its right hereunder to purchase its Percentage share of New Securities, the other Major Investors may purchase the non-pu...
PROVIDED THAT. (A) the Servicer shall not permit the release of an Existing Lien under this clause (iii) as to more than 100 Home Loans in any calendar year; (B) at no time shall the aggregate Principal Balance of Unsecured Loans exceed 5% of the then Pool Balance; (C) the Mortgagor agrees to an automatic debit payment plan; and (D) the Servicer shall provide notice to each Rating Agency and the Credit Enhancer that has requested notice of such releases. In connection with any Unsecured Loan, the Servicer may require the Mortgagor to enter into an agreement under which: (i) the Loan Rate may be increased effective until a substitute Mortgage meeting the criteria under (i) or (ii) above is provided; or (ii) any other provision may be made which the Servicer considers to be appropriate. Thereafter, the Servicer shall determine in its discretion whether to accept any proposed Mortgage on any substitute Mortgaged Property as security for the Home Loan, and the Servicer may require the Mortgagor to agree to any further conditions which the Servicer considers appropriate in connection with such substitution, which may include a reduction of the Loan Rate (but not below the Loan Rate in effect at the Closing Date). Any Home Loan as to which a Mortgage on a substitute Mortgaged Property is provided in accordance with the preceding sentence shall no longer be deemed to be an Unsecured Loan.
PROVIDED THAT any claim by the Purchaser or any Group Member under the Environmental Indemnity or Clause 9 of the Environmental Indemnity Exceptions Letter shall:
PROVIDED THAT since the LICENCSOR has agreed as per the provisions of clause 5.3 above to reimburse revenue share as licence fee payable by LICENSEE net of taxes for a period of five years with effect from April 2001, the LICENSEE shall be exempted from the obligations of submitting FBG till April, 2006.