Your Services. 4.1 We will try to make our Services available to you at all times but quality and availability could be affected by factors outside of our control, such as the weather, the design, features or functionality of your device, certain regulatory requirements, technical limits, licencing matters, consents, emergencies, lack of capacity or faults in the Network or any other networks used to provide the Services to you. Due to the nature of mobile telephony it is impossible to neither guarantee an uninterrupted, secure or fault free Service; nor guarantee the quality, accuracy, correctness or completeness of the Service. As a result we do not accept liability for failure to provide you with the Services.
Your Services. 2.1 You are required to implement the Standards for Community Services referred to in Part 2 of the Community Services Act 2007. Commencing 1 January 2011, you must comply with the Standards for Community Services.
Your Services as an officer and employee of Triarc and any of its direct and indirect subsidiaries, will cease effective as of 11:59 p.m. Eastern Daylight Time on June 29, 2007 (the "TERMINATION DATE"), at which time the Employment Agreement shall terminate and have no further legal effect; PROVIDED that the provisions of Section 9, Section 10, Section 11.C and Section 12.A and 12.C of the Employment Agreement shall remain in effect pursuant to their terms (and you acknowledge the receipt of sufficient consideration from Triarc to support the continued applicability of all restrictive covenants). The parties acknowledge that there have been agreements and mutual courses of conduct respecting both control and non-control positions in securities in regard to Section 9 of the Employment Agreement and the parties incorporate those agreements and mutual courses of conduct herein, with the understanding that Trian Fund Management, L.P. ("TRIAN"), Nelson Peltz and you (and each of your affiliates) (xxxxxxxxxxxx, xxx "Parties") agree to offer to Triarc the prior opportunity to acquire securities representing more than 50% of the outstanding securities with respect to any acquisition opportunities you or the Parties may have in the quick service restaurant segment in which Arby's Restaurant Group, Inc. operates, provided the conditions set forth in Section 3(c)(i) of the Amended and Restated Investment Management Agreement between TCMG-MA, LLC and Trian, dated April 30, 2007 restricting the right of the "ROFR Investors" (as defined in such agreement) to have a "ROFR" (as defined in such agreement) on such investment remain in effect at the time you or the Parties have such acquisition opportunity.
Your Services. You will provide the services listed in the Schedule (the Services), provided you will not be required to devote more than [insert maximum number] days to performing the Services during the [12] month period of your appointment. You will put at our disposal your knowledge and experience relating to those activities in the Field in which we are engaged in order to provide the Services. [You warrant that you are under no obligation which is inconsistent with your duties to us, and that you will not enter into any agreement with a third party, the terms of which may be inconsistent with those duties.][By countersigning a copy of this letter, the University of [insert name] (the University) confirms that it has no objection to you providing the Services to us.] Fees We will pay you: a retainer of [insert amount] per [annum], payable [quarterly] in advance, starting on the date on which your consultancy begins; for each day’s attendance at [our premises], £[insert amount] per day; and reasonable expenses necessarily incurred by you in attending our premises. You should address all invoices to [insert address], for the attention of [insert details]. We will pay each invoice within [30][60] days after we receive your invoice. The payments made by us under paragraph 2.1 above are full and complete compensation for all obligations assumed by you under this Agreement and for all Intellectual Property you assign to us under or pursuant to paragraph 4.2 below. All amounts payable to you under this Agreement are exclusive of VAT (or any similar tax) which we will pay at the rate from time to time prescribed by law. If we fail to make any payment due to you under this Agreement, without prejudice to any other right or remedy available to you, you may charge interest (both before and after any judgement) on the amount outstanding, on a daily basis [at the rate of [four] per cent per annum above the London Interbank Offer Rate from time to time in force] OR [in accordance with the Late Payments of Commercial Debts (Interest) Act 1998]. That interest will be calculated from the date or last date for payment to the actual date of payment, both dates inclusive, and will be compounded quarterly. We will pay that interest to you on demand.
Your Services as an officer and employee of Triarc and any of its direct and indirect subsidiaries, ceased effective as of 12:00 a.m. Eastern Daylight Time on June 30, 2007 (the "Termination Date"), at which time the Employment Agreement terminated and no longer has any legal effect; provided, however, that the provisions of Section 4.5 (as amended herein), Section 3.6, Section 4.7, Section 4.8, Section 5, Section 6, Section 7, Section 8 (as amended herein), Section 9, Section 10, Section 11 and Section 12 (as amended herein) of the Employment Agreement shall remain in effect pursuant to their terms (and you acknowledge the receipt of sufficient consideration from Triarc to support the continued applicability of all restrictive covenants). The terms of Section 8 of the Employment Agreement shall also apply with respect to services provided by you to Triarc under the Services Agreement dated April 30, 2007, as amended, restated or supplemented and any successor agreement thereto (the "Services Agreement"), between Triarc and Trian Fund Management, L.P. ("Trian"). The terms of the separate indemnification agreement entered into between you and Triarc, dated as of January 1, 1999, shall also continue with respect to your employment prior to the Termination Date as well as with respect to services provided by you to Triarc and its subsidiaries under the Services Agreement. For the avoidance of doubt, any indemnity provisions, D&O insurance, fiduciary insurance and employed lawyers liability insurance coverage related to your employment by Triarc and your provision of services under the Services Agreement shall continue in full force and effect, subject, in the case of any such outside insurance coverage that such coverage or comparable coverage be maintained through the sixth anniversary of the date you cease to provide services under the Services Agreement, to the extent such coverage remains available at a commercially reasonable rate.
Your Services. You will render to Gannett the services described in Exhibit A hereto (the “Services”).
Your Services. You shall be contractually bound hereunder by the terms of any publicly announced waiver of your fee, or any limitation of the Fund's expenses, as if such waiver or limitation were fully set forth herein.
Your Services. Your Services will consist of the task(s) and any other specifications or requirements listed in the Program Summary (“Specifications”) including, for example, any Specifications about the timing of your Services (and any Content posts) and any required hashtags, account tags, and/or promotional materials/copy. You will provide your Services in a professional manner, in accordance with any Specifications and this Agreement.
Your Services. During the Term, you agree to provide us with the services in connection with the Campaign as set forth in the applicable Statement of Work, it being understood that such services will including, without limitation, posting content on your social media network(s) (the “Social Media Post”). You hereby acknowledge and agree that all Social Media Posts must comply with terms and conditions set forth in this Agreement and the applicable Statement of Work. You further acknowledge and agree that Reebok shall have approval over all content, the images and language used in the Social Media Post. You shall not post the Social Media Post until Reebok has approved the Social Media Post in writing (which approval may be in the form of an e-mail). If Reebok requests that you remove or revise any materials related to the services hereunder after they are made available to the public, you shall do so as soon as possible.
Your Services. 7. What is the length of my commitment? Month-to-month (“Month-to-Month Term”), unless you and TCC agree to a different commitment period (“Commitment Period”). If you agreed to a Commitment Period of 12 months or longer, TCC will notify you 90 calendar days prior to the expiry of your Commitment Period. To ensure continuity after your end date, this Agreement will continue to apply and TCC will continue to provide you with TCC Services on an ongoing Month-to-Month Term, unless you cancel your Agreement as provided in Section 57 or the Rate Plan (defined below) you subscribe to is no longer available.
