Assumed Sample Clauses

Assumed. For purposes of this Agreement, a stock option, share of restricted stock, restricted stock unit or performance share shall be considered “Assumed” if all of the following conditions are met:
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Assumed. Reinsurance other than for Licensing or Financial Rating purposes.
Assumed. INVESTMENT The investment rate upon which we base variable RATE (AIR) Annuity Payments. L40530-NY01 4 ------------------------------------------------------------------------------ DEFINITIONS (CONTINUED) ------------------------------------------------------------------------------ AUTHORIZED REQUEST A request that is received by the Service Center in good order (that is, in a form that is satisfactory to the Company). BENEFICIARY The designated person(s) or entity(ies) to whom we will pay the death benefit under this contract. You name the Beneficiary(ies) at issue. You may later change the Beneficiary(ies) by Authorized Request as described in the Change of Beneficiary provision of this contract. For jointly owned contracts, the surviving Joint Owner is the sole primary Beneficiary. Spousal Joint Owners may also name contingent Beneficiaries. For tax reasons non-spousal Joint Owners cannot name contingent Beneficiaries. BUSINESS DAY Each day on which the New York Stock Exchange is open for trading, except when an Investment Option does not value its shares. Our Business Day closes when regular trading on the New York Stock Exchange closes, which is usually at 4:00 p.m. Eastern Time. We will process any instructions received after the close of any Business Day on the next Business Day. CONTRACT ANNIVERSARY A 12-month anniversary of the Issue Date of this contract.
Assumed. INVESTMENT RETURN - The investment return upon which the annuity payments in the Contract are based. CONTRACT ANNIVERSARY - An anniversary of the Effective Date of this Contract.
Assumed. LIABILITIES Buyer shall assume Seller's obligations relating to maintenance contracts for existing NetSleuth and NetCure customers. At closing, Seller will pay to Buyer (or, at Buyer's option the purchase price for the NetCure Product Assets will be reduced in an amount equal to) a pro-rata portion of the maintenance fees received by Seller for existing NetSleuth and NetCure customers based on the period remaining on such contracts assumed by Buyer. DESIGNATED EMPLOYEES Xxxxx will offer at-will employment (at any time after the date of this agreement but prior to the closing of the Purchase) to all of the following employees of Seller (the "Designated Employees"), with respective benefits and compensation which, taken as a whole, are not less favorable than the respective benefits and compensation presently enjoyed by them as employees of Seller: . Xxx Xxxxxx (Director, Chief Architect) . Xxxxxx Xxxxx (Director and Team Lead) . Xxxxx Xxxxxx (Principle Engineer and Team Lead) . Xxxx Xxx (Software Engineer) . Xxxxx Xxxxx (UK) (Software Engineer) . Xxxxxxxx Xxxx (UK) (Software Engineer) . Xxxxxx Xxxxx (Test Engineer) . Xxxxxx Xxxxxxxxx (Software Engineer) . Xxx Xxxxxx (VP of Engineering) Seller will consent to the hiring of the Designated Employees. Seller will provide personnel records, salary/performance, immigration status and similar information relating to the Designated Employees to Buyer. FUTURE SELLER / BUYER Buyer will grant Seller a non-exclusive right to RELATIONSHIP distribute the NetCure products at a discount of 40% from Buyer's list price for the NetCure products from time to time in effect. Buyer and Seller will negotiate the terms and conditions of such grant in good faith; provided such right shall not extend to Buyer's existing customers, shall extend to Seller's but with terms for resolution of overlap, and shall be for an initial term of one year, subject to customary renewal and termination provisions. Seller will provide Buyer with reports detailing existing NetCure, non G2 based leads. ANTICIPATED CLOSING DATE The parties shall use their reasonable best efforts to execute a definitive agreement relating to the Purchase by October 26, 2001. CLOSING CONDITIONS AND The definitive purchase agreement relating to the CERTAIN OTHER PROVISIONS Purchase shall contain customary closing conditions, including without limitation the following conditions precedent to the obligations of (i) Buyer to consummate the transactions contemplated hereby: (a...
Assumed. OR “SUBJECT TO” FINANCING: Seller represents that Seller is not delinquent on any payments due on any loans. Seller shall, within the time specified in paragraph 17, provide Copies of all applicable notes and deeds of trust, loan balances and current interest rates to Buyer. Buyer shall then, as specified in paragraph 17, remove this contingency or cancel this Agreement. Differences between estimated and actual loan balances shall be adjusted at Close Of Escrow by cash down payment. Impound accounts, if any, shall be assigned and charged to Buyer and credited to Seller. Seller is advised that Buyer’s assumption of an existing loan may not release Seller from liability on that loan. If the Property is acquired subject to an existing loan, Buyer and Seller are advised to consult with legal counsel regarding the ability of an existing lender to call the loan due, and the consequences thereof.
Assumed. Interconnection Feasibility Study Agreement (GEN-2007-005) dated as of February 19, 2007 by Higher Power Energy and Southwest Power Pool, Inc., a corporation existing under the laws of the State of Arkansas, with accompanying letter dated February 23, 2007 from Southwest Power Pool to Xxxxxxx X. Xxxxx P.E. Inc. regarding Feasibility Study GEN-2007-005. Interconnection Feasibility Study Agreement (GEN-2007-048) dated as of October 23, 2007 by Higher Power Energy and Southwest Power Pool, Inc., a corporation existing under the laws of the State of Arkansas, along with accompanying letters dated October 18, 2007 and October 25, 2007, respectively, each from Southwest Power Pool to Xxxx Xxxxxxxx at Higher Power Energy regarding Feasibility Study GEN-2007-048, and along with other accompanying documentation. EXHIBIT H HIGHER POWER DEVELOPMENT SERVICES · Community Support and Involvement o Encumbrance Research o Education and Charity o Ongoing Community Relations · Met Tower Installation o Wind Data Collection · Interconnect Agreement o Feasibility Study o Impact Study o Facility Study · Transmission Agreement · Site Survey · Environmental Study · Geotechnical Study · Wind Study · Wind Farm Design Input · Local Permits · Title Work (as necessary to render title reasonably acceptable to a lender exercising Prudent Wind Energy Practices, including:) o Pursuing appropriate noninterference/nondisturbance agreements with oil and gas operators and pipeline operators and holders of mortgages o Assist in obtaining title insurance
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Assumed. Buyer agrees to assume the liabilities of the Seller in respect to any Digispace liability as set forth in Exhibit C, attached hereto and incorporated herein by this reference.
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