Capture. The Stockholder agrees:
Capture. (a) For the purpose of production work and the facilitation of transfers to other not-for-profit Theatres only, there shall be no time limit on the capture of rehearsal or performance.
Capture. (a) In the event that any of the Stockholder's Shares are sold, transferred, exchanged, canceled or disposed of in connection with or as a result of any Acquisition Proposal that is in existence on or that otherwise has been made prior to the first anniversary of the Termination Date (an "Alternative Disposition") then, within five business days after the closing of such Alternative Disposition, the Stockholder shall tender and pay to, or shall cause to be tendered and paid to, the Parent, or its designee, in immediately available funds, 100% of the Profit realized from such Alternative Disposition. As used in this Section 3(a), "
Capture. 10.1 UCW may record, store and make available to students, video and audio recordings of instances of learning and teaching where the student may be present.
Capture. In the event that the Applicable Shares of Shareholder are sold, transferred, exchanged, canceled or disposed of in connection with or as a result of any Company Transaction Proposal that is in existence on, or that has been otherwise made prior to the Termination Date (an "Alternative Disposition") then, within five business days after the closing of such Alternative Disposition, Shareholder shall tender and pay to, or shall cause to be tendered and paid to, Purchaser (or its designee), in immediately available funds, the Profit realized from such Alternative Disposition, less any withholdings.
Capture. The rules regarding audio and audio-visual capture shall be the rules set forth in the applicable provisions of the IMA. Payment of the Annual Media Commitment Payment does not entitle the Employer to more or different capture.
Capture. The Stockholder agrees: -------
Capture. (a) In the event that the transactions contemplated by the Arrangement Agreement are not consummated due to a breach of this Agreement by any Shareholder and any Subject Shares of a Shareholder are sold, transferred, exchanged, canceled or disposed of in connection with or as a result of any Alternative Transaction which is executed or consummated within twelve (12) months following the date that the Arrangement Agreement is terminated (an “Alternative Disposition”) then, in addition to the remedies at law or equity for breach of this Agreement, on the closing of such Alternative Disposition, such Shareholders shall tender and pay to, or shall cause to be tendered and paid to, Subco (or its designee), in immediately available funds, all of the Profit (as defined below) realized by such Shareholders from such Alternative Disposition. Subject to Section 13(b), “Profit” shall mean an amount equal to the excess, if any, of (i) the Alternative Transaction Consideration (as defined below) over (ii) the cash consideration set forth in the Arrangement Agreement. If the Alternative Transaction Consideration includes any consideration other than cash, such Shareholders may, if not prohibited from transferring any such consideration to Subco (or its designee), transfer, in lieu of cash, a pro rata portion (based on the proportion of the non-cash consideration to the aggregate consideration) of the Profit represented by such other forms of consideration. “Alternative Transaction Consideration” shall mean all cash, securities, settlement or termination amounts, notes or other debt instruments, and other consideration received or to be received, directly or indirectly, by such Shareholders and their affiliates in connection with or as a result of such Alternative Disposition or any agreements or arrangements (including, without limitation, any employment agreement (except a bona fide employment agreement pursuant to which a Shareholder is required to devote, and under which such Shareholder in good faith intends to devote, substantially all of his business time and effort to the performance of executive services for the Company in a manner substantially similar to such Shareholder’s current employment arrangements with the Company), consulting agreement, non-competition agreement, confidentiality agreement, settlement agreement or release agreement) entered into, directly or indirectly, by such Shareholders or any of their affiliates as a part of, or in connection with,...
Capture. 6.2 All parties will implement the necessary privacy notices and obtain appropriate consent from data subjects at the point at which personal data is captured, in order to adhere to the DPA principle of ‘fairly and lawfully’ processing data. These notices will inform the data subject that the information will be shared with the parties under this agreement and the purposes for which it will be shared.
Capture. 10.2 In the event that the Shares of Stockholder are sold, transferred, exchanged, canceled or disposed of in connection with or as a result of any Acquisition Proposal that is in existence on, or that has been otherwise made prior to the first anniversary of, the Termination Date
