Section 18. Add sub-section, Agreement to Negotiate Rights to the Resale Produce:" Under the following conditions the parties agree to enter into good faith negotiations for Paradyne to acquire the rights to manufacture, further develop, market, service and sell NetScout Resale Products. Discontinuance of the Resale Products defined in Exhibit A, provided no functionally equivalent substitute is made available at or below the specified price. NetScout becomes insolvent, or ceases to honor its commitment to deliver products under the terms of this Agreement. Material Breach of this Agreement by NetScout that is not cured within the time period as specified in Section 21, Term and Termination. Notwithstanding the foregoing, the obligations of NetScout under this Section are conditional upon Paradyne's ability to secure such manufacturing usage licenses or other proprietary rights of third parties, if any, as may be required to manufacture such Product. NetScout agrees to provide reasonable assistance to Paradyne to secure such rights."
Section 18 means section 18 of the Road Traffic Act 1961 (No. 24 of 1961) and references to subsections of section 18 shall mean to the relevant subsection of this section;
Section 18. 2: Amended Paper Sales Agreement. Section 18.2 of the Asset Purchase Agreement is hereby amended and restated in its entirety as follows:
Examples of Section 18 in a sentence
The information required on the remainder of this cover page shall not be deemed to be “filed” for the purpose of Section 18 of the Securities Exchange Act of 1934 (“Act”) or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes).
Any such termination shall be without liability of any party to any other party except that the provisions of Section 9 (Payment of Expenses), Section 11 (Indemnification and Contribution), Section 12 (Representations and Agreements to Survive Delivery), Section 18 (Governing Law and Time; Waiver of Jury Trial) and Section 19 (Consent to Jurisdiction) hereof shall remain in full force and effect notwithstanding such termination.
Notices under this Section 18 will be deemed given only when actually received.
Any such termination shall be without liability of any party to any other party except that the provisions of Section 8, Section 10, Section 11, Section 17 and Section 18 hereof shall remain in full force and effect notwithstanding such termination.
Should the Contractor be liable for any payments to the State hereunder, interest, late payment charges and collection fee charges will be determined and assessed pursuant to Section 18 of the State Finance Law.
More Definitions of Section 18
Section 18. AED’s (Automatic External Defibrillators): When AEDs are installed in cruisers, every officer will receive a $250 (two-hundred and fifty dollar) yearly stipend, to be paid the first pay period in December.
Section 18 of the Loan Agreement is amended as follows:
(i) by deleting the text of clauses "(l)" and "
Section 18. Limitation of Liability," Section 19 "Compliance Program," and Section 20 "General," shall survive and continue beyond any expiration or termination of this Agreement.
Section 18. Class B Common Stock" means the Class B Common Stock, par value $0.001 per share, of Tality.
Section 18. Change of Control at TGLT TGLT represents that its capital stock is directly and indirectly controlled by Xxxxxxxx Xxxxxxx Xxxx (“FNW”) jointly with certain other investors (FNW and those investors and any successor investors, to be informed to MGP within 48 hours after any such change occurs, even if publicly informed before that time, jointly referred to as “TGLT’s Controlling Parties”). TGLT agrees to cause TGLT’s Controlling Parties to maintain in the aggregate at all times actual control over TGLT. TGLT agrees that the following shall constitute events of default hereunder: (i) if TGLT’s Controlling Parties cease to actually control TGLT; or (ii) if FNW at any time owns less than 12,318,195 ordinary, book-entry shares of TGLT; or (iii) if FNW ceases to be (w) President and (x) responsible for the management and administrative direction (“CEO”) of TGLT or; (iv) any other shareholder or shareholders of TGLT acting jointly, whether pursuant to a shareholders’ agreement or otherwise, (y) who own more capital stock or votes of TGLT than TGLT’s Controlling Parties or (z) elect directors of TGLT that may veto or block decisions of TGLT’s board of directors. The provisions of (iii) above, in the sense that FNW must meet both conditions described in (w) and (x) thereof, shall remain in force only until actual transfer of the Macro-plots pursuant to the provisions of Section 3 of the Division Agreement dated December 27, 2007. As used in this Section 18, the term “control” means to effectively (a) direct or cause the direction of the administrative policies or affairs of a person, and (b) prevail at shareholders’ meetings and elect and remove the majority of that person’s directors, whether through the ownership of voting securities, by contract or otherwise, electing FNW as one of those directors. Notwithstanding the above, if TGLT’s shares cease to be listed, TGLT’s Controlling Parties shall jointly maintain at all times shares representing over 50% of the capital stock and votes of TGLT, and FNW shall maintain at least 17.51% of the capital stock and votes of TGLT. TGLT shall provide MGP with any and all documentation as MGP may reasonably require and as sufficient to check the facts and assumptions associated with application of this clause, provided, however, that (i) this obligation by TGLT shall not apply in connection with documentation or contracts of which neither TGLT, nor FNW, nor any director elected by TGLT’s Controlling Parties is aware for any r...
Section 18. Limitation Re: Escrow Agent’s Duties/Responsibilities/Liabilities to Third Parties. The Escrow Agent shall not be responsible or liable to any person in any manner whatever for the sufficiency, correctness, genuineness, effectiveness, or validity of this Agreement with respect to the City, or for the identity or authority of any person making or executing this Agreement for and on behalf of the City. The Escrow Agent is authorized by the City to rely upon the representations of the City with respect to this Agreement and the deposits made pursuant hereto and as to the City’s right and power to execute and deliver this Agreement, and the Escrow Agent shall not be liable in any manner as a result of such reliance. The duty of the Escrow Agent hereunder shall only be to the City and the holders of the Defeased Bonds. Neither the City nor the Escrow Agent shall assign or attempt to assign or transfer any interest hereunder or any portion of any such interest; provided, however, that such assignment or transfer by the Escrow Agent shall be permitted if such assignment or transfer is due to a merger, consolidation, conversion, or business sale of the Escrow Agent as described in the last paragraph of Section 17 hereof. Any such assignment or attempted assignment shall be in direct conflict with this Agreement and be without effect.
Section 18. Compensation’ shall mean the total remuneration paid by an Employer to an Employee during each Plan Year and reported on IRS Form W-2, other than bonuses or taxable income due to stock option exercises, plus any amount contributed to the Plan which qualifies as “Deferral Contributions” as defined in Section 3.2 or any amount contributed by the Employee through salary reduction to another 401(k) plan maintained by the Employer, a cafeteria plan maintained by the Employer pursuant to section 125 of the Code or a transportation fringe benefit plan maintained pursuant to section 132(f) of the Code which is not includable in the gross income of the Participant. Notwithstanding the foregoing, for purposes of calculating Deferral Contributions under Section 3.2, Compensation shall include bonuses paid by the Employer to the Employee after December 31, 2003. For purposes of Article V, Compensation shall include bonuses and taxable income due to stock option exercises, and, at the election of the Company, exclude any amount contributed to the Plan which qualifies as “Deferral Contributions” as defined in Section 3.2 or any amount contributed by the Employee through salary reduction to another 401(k) plan maintained by the Employer, a cafeteria plan maintained by the Employer pursuant to section 125 of the Code, a qualified transportation fringe benefit plan maintained by the Employer pursuant to section 132(f) of the Code and/or remuneration paid to the Employee while he was not a Participant in the Plan. Notwithstanding anything herein to the contrary, effective January 1, 1998, any amounts deducted on a pre-tax basis for group health coverage because the Employee is unable to certify that he or she has other health coverage, so long as the Employer does not request or collect information regarding the Employee’s other health coverage as part of the enrollment process for the Employer’s health plan, shall be treated as an amount contributed by the Employer pursuant to a salary reduction