R E C I T definition

R E C I T. A L S: - - - - - - - -

R E C I T. A T I O N S:

R E C I T. A L S The following facts are true:

Examples of R E C I T in a sentence

R E C I T A L S WHEREAS, the CITY desires to employ a CONSULTANT to provide(proved a good description).
R E C I T A L S: WHEREAS, the Company has adopted the Plan, pursuant to which restricted stock units (“RSUs”) may be granted; and WHEREAS, the Committee has determined that it is in the best interests of the Company and its stockholders to grant the RSUs provided for herein to the Participant on the terms and subject to the conditions set forth herein.
R E C I T A L S WHEREAS, the Company desires to employ Executive, and Executive desires to be employed by the Company, on the terms and conditions set forth in this Agreement.
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The COUNTY and the CONSULTANT are hereafter sometimes individually referred to as a “party” or together as the “parties.” R E C I T A L S WHEREAS, the Illinois General Assembly has granted the County of DuPage ("COUNTY") authority to construct stormwater management and drainage improvements and to enter into agreements for the purposes of stormwater management and flood control (Illinois Compiled Statutes, Chapter 55, paragraphs 5/5-1062 & 5/5-15001 et.

R E C I T. A L S: ---------------- The Company wishes to obtain additional working capital and the Purchaser desires to provide such working capital to the Company through the purchase of certain shares of the Company's common stock, $.0001 par value per share (the "Common Stock"), being privately offered by the Company.

R E C I T. A L S WHEREAS OSI Holdings Corp., Boxer Acquisition Corp. and the Company have entered into an Agreement and Plan of Merger, dated as of the date hereof (the "Merger Agreement"), pursuant to which Boxer Acquisition Corp. will be merged with and into the Company;

R E C I T. A L S: The Company provides management services to the Parent pursuant to a management services agreement dated as of December 30, 1994. The Company and the Parent acknowledge that Executive's contributions to the past and future growth and success of the Company and the Parent have been and will continue to be substantial. As a wholly-owned subsidiary of a publicly held corporation, the Company recognizes that there exists a possibility of a Change in Control (as defined herein) of the Company or its Parent. The Company and the Parent also recognize that the possibility of such a Change in Control may contribute to uncertainty on the part of senior management and may result in the departure or distraction of senior management from their operating responsibilities. Outstanding management of the Company is always essential to advancing the best interests of the Company's and the Parent's shareholders. In the event of a threat or occurrence of a bid to acquire or change control of the Parent or to effect a business combination, it is particularly important that the Company's and the Parent's businesses be continued with a minimum of disruption. The Company and the Parent believe that the objective of securing and retaining outstanding management will be achieved if the Company's key management employees are given assurances of employment security so they will not be distracted by personal uncertainties and risks created by such circumstances.

R E C I T. A L S: This Agreement is made with reference to the following facts and objectives:

R E C I T. A L S: --------------- FIRST, SELLER is the owner of 2,500,000 shares of common stock of Segway VI Corp., a New Jersey corporation ("Segway"). SECOND, SELLER desires to sell 1,666,000 of his issued and outstanding shares in Segway to PURCHASER in consideration of the following.

R E C I T. A L The Board of Directors of the Company (the "Board of Directors") has authorized the granting to Optionee, for services previously rendered by Optionee as a consultant to or an employee of the Company, of a non- qualified stock option to purchase the number of shares of Common Stock of the Company specified in Paragraph 1 hereof, at the price specified therein, such option to be for the term and upon the terms and conditions hereinafter stated. AGREEMENT

R E C I T. A L S A. Company desires to enter into an agreement with Executive whereby severance benefits will be paid to Executive on a change in control of the Company and consequent actual or constructive termination of Executive's employment.