Agreement Prepared by Employer Counsel Sample Clauses

Agreement Prepared by Employer Counsel. Executive has carefully read this Agreement and acknowledges that: (a) counsel for Employer prepared this Agreement on behalf of Employer; (b) Executive has been advised that a conflict may exist between his interests and the interests of Employer; (c) this Agreement may have significant tax, legal, and financial planning consequences to Executive; (d) Executive should seek the advice of independent counsel regarding those consequences; (e) counsel for Employer has made no representations to Executive regarding those consequences; and (f) Executive has had sufficient opportunity to seek the advice of independent counsel and to ask questions and receive satisfactory answers regarding this Agreement. _________________________ EXECUTIVE ACKNOWLEDGES THAT HE COULD SEEK EMPLOYMENT WITH OTHER EMPLOYERS BUT HAS CHOSEN TO ACCEPT OR RETAIN EMPLOYMENT WITH EMPLOYER AND, THEREFORE, IS WILLING TO SIGN THIS AGREEMENT. EXECUTIVE UNDERSTANDS HIS RIGHTS AND OBLIGATIONS UNDER THIS AGREEMENT AND SIGNED IT OF HIS OWN FREE WILL AND VOLITION WITHOUT ANY COERCION OR INFLUENCE OF ANY PERSON. _________________________ 1A-6-88 1A-6-89 1A-6-90 EMPLOYMENT AGREEMENT (Jxxx Xxxxxx) This Employment Agreement (this “Agreement”) is executed by the undersigned employee (“Executive”) and Evolution Development Group, Inc. (“Employer”), a Florida corporation, to record their following agreement:
Sample 1See All (5)
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Agreement Prepared by Employer Counsel. Executive has carefully read this Agreement and acknowledges that: (a) counsel for Employer prepared this Agreement on behalf of Employer; (b) Executive has been advised that a conflict may exist between his interests and the interests of Employer; (c) this Agreement may have significant tax, legal, and financial planning consequences to Executive; (d) Executive should seek the advice of independent counsel regarding those consequences; (e) counsel for Employer has made no representations to Executive regarding those consequences; and (f) Executive has had sufficient opportunity to seek the advice of independent counsel and to ask questions and receive satisfactory answers regarding this Agreement. EXECUTIVE ACKNOWLEDGES THAT HE COULD SEEK EMPLOYMENT WITH OTHER EMPLOYERS BUT HAS CHOSEN TO ACCEPT OR RETAIN EMPLOYMENT WITH EMPLOYER AND, THEREFORE, IS WILLING TO SIGN THIS AGREEMENT. EXECUTIVE UNDERSTANDS HIS RIGHTS AND OBLIGATIONS UNDER THIS AGREEMENT AND SIGNED IT OF HIS OWN FREE WILL AND VOLITION WITHOUT ANY COERCION OR INFLUENCE OF ANY PERSON. 1A-6-108 1A-6-110 1A-6-111 1A-6-112 1A-6-113 1A-6-114 1A-6-115 1A-6-116 1A-6-117 1A-6-118 1A-6-119 1A-6-120 1A-6-121 1A-6-122 1A-6-123 1A-6-124 1A-6-125 1A-6-126 1A-6-127 1A-6-128 1A-6-129 1A-6-130
Sample 1
Agreement Prepared by Employer Counsel. Executive has carefully read this Agreement and acknowledges that: (a) counsel for Employer prepared this Agreement on behalf of Employer; (b) Executive has been advised that a conflict may exist between his interests and the interests of Employer; (c) this Agreement may have significant tax, legal, and financial planning consequences to Executive; (d) Executive should seek the advice of independent counsel regarding those consequences; (e) counsel for Employer has made no representations to Executive regarding those consequences; and (f) Executive has had sufficient opportunity to seek the advice of independent counsel and to ask questions and receive satisfactory answers regarding this Agreement. EXECUTIVE ACKNOWLEDGES THAT HE COULD SEEK EMPLOYMENT WITH OTHER EMPLOYERS BUT HAS CHOSEN TO ACCEPT OR RETAIN EMPLOYMENT WITH EMPLOYER AND, THEREFORE, IS WILLING TO SIGN THIS AGREEMENT. EXECUTIVE UNDERSTANDS HIS RIGHTS AND OBLIGATIONS UNDER THIS AGREEMENT AND SIGNED IT OF HIS OWN FREE WILL AND VOLITION WITHOUT ANY COERCION OR INFLUENCE OF ANY PERSON. 1A-6-73 1A-6-74 1A-6-75 1A-6-76 1A-6-77 1A-6-78 1A-6-79 1A-6-80 1A-6-81 1A-6-82 1A-6-83 1A-6-84 1A-6-85 1A-6-86 1A-6-87 1A-6-88 1A-6-89 State of Florida documentary excise tax in the amount of $700.00 has been paid or will be paid directly to the Florida Department of Revenue. PROMISSORY NOTE $200,000.00 Maturity Date: March 1, 2021 On the Termination Date (defined below), Evolution Development Group, Inc. (“Borrower”), a Florida corporation, for value received, unconditionally promises to pay to the order of Jxxx Xxxxxx (“Lender”), at 10000 Xxxxxxx Xxxxx, Fort Mxxxx, Florida 33912 or at such other place as Lender designates by notice to Borrower, in immediately available legal tender of the United States of America, the principal amount of Two Hundred Thousand Dollars and 00/100 ($200,000.00), or so much of that amount as has been advanced by Lender and remains unpaid, and to pay interest on the outstanding principal amount of this Promissory Note (this “Note”), from the date of this Note until it becomes due and payable, at the variable rate of interest set forth in this Note. Borrower shall pay all taxes and assessments imposed on this Note in connection with the execution and delivery of this Note and the extension of credit evidenced by this Note.
Sample 1

Related to Agreement Prepared by Employer Counsel

  • No Disagreements with Accountants and Lawyers There are no disagreements of any kind presently existing, or reasonably anticipated by the Company to arise, between the Company and the accountants and lawyers formerly or presently employed by the Company and the Company is current with respect to any fees owed to its accountants and lawyers which could affect the Company’s ability to perform any of its obligations under any of the Transaction Documents.

  • Consultation with Attorney; Voluntary Agreement The Company advises Executive to consult with an attorney of his choosing prior to signing this Agreement. Executive understands and agrees that he has the right and has been given the opportunity to review this Agreement and, specifically, the General Release in Section 1 above, with an attorney. Executive also understands and agrees that he is under no obligation to consent to the General Release set forth in Section 1 above. Executive acknowledges and agrees that the payments to be made to Executive pursuant to the Employment Agreement are sufficient consideration to require him to abide with his obligations under this Agreement, including but not limited to the General Release set forth in Section 1. Executive represents that he has read this Agreement, including the General Release set forth in Section 1, and understands its terms and that he enters into this Agreement freely, voluntarily, and without coercion.

  • VALUATION SUPPORT AND COMPUTATION ACCOUNTING SERVICES BNY Mellon shall provide the following valuation support and computation accounting services for each Fund:  Journalize investment, capital share and income and expense activities;  Maintain individual ledgers for investment securities;  Maintain historical tax lots for each security;  Corporate action processing as more fully set forth in the SLDs;  Reconcile cash and investment balances of each Fund with the Fund’s custodian or other counterparties as applicable;  Provide a Fund’s investment adviser, as applicable, with the cash balance available for investment purposes at start-of-day and upon request, as agreed by the parties;  Calculate capital gains and losses;  Calculate daily distribution rate per share;  Determine net income;  Obtain security market quotes and currency exchange rates from pricing services approved by a Fund’s investment adviser, or if such quotes are unavailable, then obtain such prices from the Fund’s investment adviser, and in either case, calculate the market value of each Fund’s investments in accordance with the Fund's valuation policies or guidelines; provided, however, that BNY Mellon shall not under any circumstances be under a duty to independently price or value any of the Fund's investments, including securities lending related cash collateral investments (with the exception of the services provided hereunder to Funds utilized for such cash collateral investments), itself or to confirm or validate any information or valuation provided by the investment adviser or any other pricing source, nor shall BNY Mellon have any liability relating to inaccuracies or otherwise with respect to such information or valuations; notwithstanding the foregoing, BNY Mellon shall follow the established procedures and controls to identify exceptions, tolerance breaches, etc. and to research and resolve or escalate any pricing inaccuracies;  Application of the established automated price validation rules against prices received from third party vendors and review of exceptions as identified;  Calculate Net Asset Value in the manner specified in the Fund’s Offering Materials (which, for the service described herein, shall include the Fund’s Net Asset Value error policy);  Calculate Accumulated Unit Values (“AUV”) for select funds as mutually agreed upon between the parties;  Transmit or make available a copy of the daily portfolio valuation to a Fund’s investment adviser;  Calculate yields, portfolio dollar-weighted average maturity and dollar-weighted average life as applicable; and  Calculate portfolio turnover rate for inclusion in the annual and semi-annual shareholder reports.  For money market funds, obtain security market quotes and calculate the market-value Net Asset Value in accordance with the Fund’s valuation policies and guidelines at such times and frequencies as required by regulation and/or instruction from TRP.

  • Master Servicer’s Financial Statements and Related Information For each year this Agreement is in effect, the Master Servicer shall submit to the Trustee, any NIMS Insurer, each Rating Agency and the Depositor a copy of its annual unaudited financial statements on or prior to March 15 of each year, beginning March 15, 2006. Such financial statements shall include a balance sheet, income statement, statement of retained earnings, statement of additional paid-in capital, statement of changes in financial position and all related notes and schedules and shall be in comparative form, certified by a nationally recognized firm of Independent Accountants to the effect that such statements were examined and prepared in accordance with generally accepted accounting principles applied on a basis consistent with that of the preceding year.

  • Director Notification Information If you are a director of a Singapore Subsidiary, you may need to notify the Singapore Subsidiary in writing within two business days of your receiving an interest (e.g., Performance Units) in the Company or any Subsidiary or within two business days of you becoming a director if such an interest exists at the time. This notification requirement also applies to an associate director of the Singapore Subsidiary and to a shadow director of the Singapore Subsidiary (i.e., an individual who is not on the board of directors of the Singapore Subsidiary but who has sufficient control so that the board of directors of the Singapore Subsidiary acts in accordance with the “directions and instructions” of the individual). US/INTERNATIONAL EMPLOYEE (EXHIBIT B) SOUTH AFRICA KBR, INC. 2006 STOCK AND INCENTIVE PLAN

  • Officers and Trustees’ Good Faith Action, Expert Advice, No Bond or Surety The exercise by the Trustees of their powers and discretions hereunder shall be binding upon everyone interested. An officer or Trustee shall be liable to the Trust and to any Shareholder solely for such officer’s or Trustee’s own willful misfeasance, bad faith, gross negligence or reckless disregard of the duties involved in the conduct of the office of such officer or Trustee, and for nothing else, and shall not be liable for errors of judgment or mistakes of fact or law. The officers and Trustees may obtain the advice of counsel or other experts with respect to the meaning and operation of this Declaration of Trust and their duties as officers or Trustees. No such officer or Trustee shall be liable for any act or omission in accordance with such advice and no inference concerning liability shall arise from a failure to follow such advice. The officers and Trustees shall not be required to give any bond as such, nor any surety if a bond is required.

  • Delivery of Excluded Information to the Certificate Administrator Any Excluded Information that the Master Servicer, the Special Servicer or the Operating Advisor identifies and delivers to the Certificate Administrator for posting to the Certificate Administrator’s Website shall be delivered to the Certificate Administrator via e-mail (or such other electronic means as is mutually acceptable to the parties) in one or more separate files labeled “Excluded Information” followed by the applicable loan name and loan file to xxxxxxxx@xxxx.xxx. For the avoidance of doubt, any information that is not appropriately labeled and delivered in accordance with this Section 3.32 shall not be separately posted as Excluded Information on the Certificate Administrator’s Website, and any information appropriately labeled and delivered to the Certificate Administrator pursuant to this Section 3.32 shall be posted on the Certificate Administrator’s Website under the “Excluded Information” section, as provided under Section 4.02 (unless a loan-by-loan segregation is later performed by the Certificate Administrator in which case any information appropriately labeled and delivered to the Certificate Administrator pursuant to this Section 3.32 shall be posted on the Certificate Administrator’s Website in such a manner that an Excluded Controlling Class Holder will only be prohibited from accessing Excluded Information with respect to those Excluded Controlling Class Mortgage Loan(s) for which such Excluded Controlling Class Holder is a Borrower Party; provided that the foregoing shall not be construed as an affirmative obligation for the Certificate Administrator to perform such segregation). When so posted, the Excluded Controlling Class Holders shall be prohibited from accessing Excluded Information with respect to any Excluded Controlling Class Mortgage Loans on the Certificate Administrator’s Website. None of the Master Servicer, the Special Servicer or the Operating Advisor shall have any obligations to separately label and deliver any Excluded Information in accordance with this Section 3.32 until such party has received written notice with respect to the related Excluded Controlling Class Mortgage Loan in the form of Exhibit M-1C to this Agreement. Nothing set forth in this Agreement shall prohibit the Controlling Class Representative or any Controlling Class Certificateholder from receiving, requesting or reviewing any Excluded Information relating to any Excluded Controlling Class Mortgage Loan with respect to which the Controlling Class Representative or such Controlling Class Certificateholder is not a Borrower Party and, if such Excluded Information is not available on the Certificate Administrator’s Website, such Controlling Class Representative or Controlling Class Certificateholder that is not a Borrower Party with respect to the related Excluded Controlling Class Mortgage Loan shall be entitled to obtain (upon reasonable request) such information in accordance with Section 4.02(e) of this Agreement.

  • Confidential Relationship Any information and advice furnished by any party to this Agreement to the other party or parties shall be treated as confidential and shall not be disclosed to third parties without the consent of the other party hereto except as required by law, rule or regulation. The Manager hereby consents to the disclosure to third parties of (i) investment results and other data of the Manager or the Portfolio in connection with providing composite investment results of the Adviser and (ii) investments and transactions of the Manager or the Portfolio in connection with providing composite information of clients of the Adviser.

  • Confidential Information Agreement Executive’s receipt of any payments or benefits under Section 6 will be subject to Executive continuing to comply with the terms of Confidential Information Agreement (as defined in Section 10).

  • Third-Party Agreements and Information Executive represents and warrants that Executive’s employment by the Company does not conflict with any prior employment or consulting agreement or other agreement with any third party, and that Executive will perform Executive’s duties to the Company without violating any such agreement. Executive represents and warrants that Executive does not possess confidential information arising out of prior employment, consulting, or other third party relationships, that would be used in connection with Executive’s employment by the Company, except as expressly authorized by that third party. During Executive’s employment by the Company, Executive will use in the performance of Executive’s duties only information which is generally known and used by persons with training and experience comparable to Executive’s own, common knowledge in the industry, otherwise legally in the public domain, or obtained or developed by the Company or by Executive in the course of Executive’s work for the Company.

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