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 Xxxxxxxx in accordance with the terms and conditions of this Agreement. Xxxxxxxx will be the corporation which survives such merger (the "Merger") and in such capacity is sometimes referred to in ------ this Agreement as "Post-Merger Xxxxxxxx." 2.B
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. 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. 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. The accuracy of any measuring equipment to be used for purposes of measuring steam or boiler feed water shall be tested and verified at least annually. If the Party not responsible for maintaining such metering equipment requests a
A General. This Class A Warrant is exercisable in full, or in part, for 10,000 or more shares, in increments of 10,000 shares, except for the final exercise which may be for the remainder, at the option of the Holder of record at any time or from time, to time, up to the Expiration Date for all of the shares of Common Stock (but not for a fraction of a share) which may be purchased hereunder. In the case of the exercise of less than all of the Class A Warrants represented hereby, the Company shall cancel this Class A Warrant Certificate upon the surrender hereof and shall execute and deliver a new Class B Warrant Certificate or Class A Warrant Certificates of like tenor for the balance of such Class A Warrants. The Company agrees that the shares of Common Stock purchased under this Class A Warrant shall be and are deemed to be issued to the Holder hereof as the record owner of such shares as of the close of business on the date on which the exercise notice (attached hereto as Schedule A or B) is delivered to the Company via facsimile; provided, however, that in such case this Class A Warrant shall be surrendered to the Company within three (3) business days. Certificates for the shares of Common Stock so purchased, together with any other securities or property to which the Holder is entitled upon such exercise, shall be delivered to the Holder by the Company at the Company's expense within a reasonable time after the rights represented by this Class B Warrant have been so exercised, and in any event, within three business days of such exercise and delivery of the Exercise Price. The Company shall, no later than the close of business on the first business day following the date on which the Company receives the exercise notice by facsimile transmission issue and deliver to the Company's Transfer Agent irrevocable instructions to issue and deliver or cause to be delivered to such Holder the number of Warrant Shares exercised within two business days thereafter by either express mail or hand delivery. Each Common Stock certificate so delivered shall be in such denominations of 10,000 or more shares of Common Stock, in increments of 10,000, as may be requested by the Holder hereof and shall be registered on the Company's books in the name designated by such Holder, provided that no Holder of this Class A Warrant shall be permitted to exercise any warrants to the extent that such exercise would cause any Holder to be the beneficial owner of more than 4.999% of the then o...
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.