A General. Upon and subject to the terms and conditions stated in ------- this Agreement, on the Closing Date, effective as of the Effective Time, the Merger Sub will merge with and into Sullivan in accordance with the terms and conditions of this Agreement. Sullivan will be the corporation which survives such merger (the "Merger") and in such capacity is sometimes referred to in ------ this Agreement as "Post-Merger Sullivan." 2.B
A General. IV.A.1. Generally, Project meetings shall be conducted by Members on a non-confidential basis. Subject to Section II.A.6, all disclosures of information relating to Project matters shall be 21 of 23 deemed to be non-confidential unless specifically disclosed pursuant to a separate written non-disclosure agreement between the discloser and the individual recipient.
A General. 6-A-1 Pilot seniority shall accrue from the date of hire as a student pilot with the Company, as defined by Section 2-V of this Agreement, or with other companies whose operations have been taken over by the Company prior to signing of this Agreement. Seniority shall continue to accrue from such date and shall not cease to accrue or be lost except as provided in this Section and Section 7 and 12 of this Agreement. The accrual of Pilot seniority is contingent upon the successful completion of initial training as a student pilot.
A General. It is expected that the parties may disclose to each other certain information which may be considered confidential and trade secret information ("Confidential Information"). Confidential Information shall include: (a) the InTime Technology and the Oracle Programs; (b) Confidential Information disclosed by either party in writing that is marked as confidential at the time of disclosure; or (c) Confidential Information disclosed by either party in any other manner and is identified as confidential at the time of disclosure and is also summarized and designated as confidential in a written memorandum delivered to the receiving party within thirty (30) days of the disclosure. Confidential Information shall not include information which: (a) is or becomes a part of the public domain through no act or omission of the other party; (b) was in the receiving party's possession before receipt from the party providing such Confidential Information; (c) is rightfully received by the receiving party from a third party without any duty of confidentiality; (d) is disclosed to a third party by the party providing the Confidential Information without a duty of confidentiality on the third party; (e) is independently developed by the other party; (f) is disclosed under operation of law; or (g) is disclosed with the prior written approval of the party providing such Confidential Information. All Confidential Information owned solely by one party and disclosed to the other party shall remain solely the property of the disclosing party. The parties agree, both during the term of this Agreement and for a period of five (5) years after termination or expiration of this Agreement to hold each other's Confidential Information in confidence and to protect the disclosed Confidential Information by using the same degree of care to prevent the unauthorized use, dissemination or publication of the Confidential Information as they use to protect their own confidential information of a like nature. The parties agree not to make each other's Confidential Information available in any form to any third party or to use each other's Confidential Information for any purpose other than the implementation of this Agreement. Each party agrees to restrict disclosure of the Confidential Information to those of its employees who have a "need to know" and to take all reasonable steps to ensure that Confidential Information is not disclosed or distributed by its employees in violation of the provision...
A General. Except as otherwise provided in this paragraph 4 and paragraph 5 of this Agreement, and subject to paragraph 7, the Restricted Stock Units are scheduled to vest in accordance with the vesting schedule shown in the Notice of Grant. Restricted Stock Units scheduled to vest on any date actually will vest only if you continue to be employed by Sun or one of its Subsidiaries through the applicable vesting date, except to the extent otherwise provided in this Agreement, by Sun in a written agreement between you and an authorized officer of Sun or in accordance with the then-applicable written policies of Sun. In all instances in which Restricted Stock Units continue to vest after you cease to be employed by Sun or one of its Subsidiaries, the payment of such accelerated Restricted Stock Units nevertheless will be made at the same time or times such Restricted Stock Units would have been paid had they vested in accordance with the vesting schedule shown in the Notice of Grant.
A General. This Conservation Easement may be amended only upon the written consent of Grantee and Grantor, and only if such amendment has a neutral or positive effect on the conservation values that are protected by this Conservation Easement. Any such amendment shall be consistent with the Purpose of this Conservation Easement as established in Section 2 herein, and shall comply with Article 49, Title 3, of the Conservation Law, and, where applicable, Section 170(h) of the Internal Revenue Code. Any such amendment that does not comply with Article 49 or, where applicable, Section 170(h) shall be void and of no force or effect. The party or parties requesting an amendment shall be responsible for all reasonable costs relating to evaluation of said request and the amendment’s execution, including survey costs (if any), reasonable attorney fees and staff costs.
A General. Except as set forth on PART 3.7 OF THE DISCLOSURE LETTER, to the actual knowledge of HOB, the Joint Venture has no liabilities or obligations of any kind or nature, whether absolute, contingent or accrued, and whether due or to become due which would cause a material adverse effect on the Joint Venture.