Compromise Agreements Sample Clauses

Compromise Agreements. Each of the individuals listed on Schedule 3.4(t) will have executed a compromise agreement with the Company in form and substance reasonably satisfactory to the Purchaser.
Sample 1
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Compromise Agreements the compromise agreements in the agreed from to be entered into at Completion between each of Xxxxxxxx Xxxxxxxx, Xxxxxxxxx Xxxxxxxx and Xxxxxx Xxxxxx and the Company.
Sample 1
Compromise Agreements. Xxxxxxx Wales and BDML shall enter into a tripartite compromise agreement with each Employee who is formally accepted for voluntary redundancy either on or after Completion (the "Accepted Employees") in the form agreed and attached hereto as Schedule 11 (the "Compromise Agreements"), subject to the refusal of an Accepted Employee to enter into a Compromise Agreement with either party. Xxxxxxx Wales shall conduct any necessary negotiation with the Accepted Employees on the terms of the Compromise Agreements. Any changes made to the form of the Compromise Agreements as contained in Schedule 11 must be agreed in writing with BDML prior to final confirmation of the terms of each Compromise Agreement with the relevant Accepted Employee, such consent not to be unreasonably withheld or delayed. Xxxxxxx Wales shall be wholly liable for all costs incurred by Xxxxxxx Wales in the drafting and negotiation of any Compromise Agreement and to any Accepted Employee for any contribution that Xxxxxxx Wales agrees to make towards the legal fees that any Accepted Employee may incur in obtaining independent legal advice on the terms of the Compromise Agreement and shall indemnify and keep indemnified BDML for any Demand arising from or in connection with such costs or fees.
Sample 1
Compromise Agreements. Copies of the compromise agreements entered into between the Company and each of Bxxxx Xxxxxx and Fxxxx Xxxxxxx are annexed to the Disclosure Letter.
Sample 1
Compromise Agreements. The Company shall have delivered to Parent signed compromise agreements in a form satisfactory to Parent in respect of each of Xxxx Xxxxxxxxx and Xxxxxxxxxx Xxxxxx complying with the provisions of section 203 of the Employment Rights Xxx 0000 and signed by the solicitor to each of the above named individuals.
Sample 1
Compromise Agreements. Seller shall have delivered a fully executed compromise agreement between Seller and Xxx Xxxxx and between Seller and Xxxxxx Xxxxxx in a form satisfactory to Buyer.
Sample 1
Compromise Agreements. The parties agree and acknowledge that the conditions regulating compromise agreements contained in Section 203(3) of the Employment Rights Xxx 0000, Section 77(4A) of the Sex Discrimination Xxx 0000, Section 72(4A) of the Race Relations Xxx 0000, Section 288(2B) of the Trades Union and Labour Relations (Consolidation) Xxx 0000, Section 9(3) of the Disability Discrimination Xxx 0000, Regulation 35(3) of the Working Time Regulations 1998 and Section 49(4) of the National Minimum Wage 1998, Regulation 41(4) Trans-national Information and Consultation of Employees Regulations 1999, Regulation 9 of the Part-Time Workers (Prevention of Less Favourable Treatment) Regulations 2000, Regulation 10 of the Fixed-Term Employees (Prevention of Less Favourable Treatment) Regulations 2002, Paragraph 2(2) of Part 1 to Schedule 4 of the Employment Equality (Religion or Belief) Regulations 2003, and Paragraph 2(2) of Part 1 to Schedule 4 of the Employment Equality (Sexual Orientation) Regulations 2003 or in any other legislation relating to compromise agreements or contracts are intended to be and have been satisfied.
Sample 1
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Related to Compromise Agreements

  • Existing Management and Franchise Agreements Seller has furnished to Buyer true and complete copies of the Existing Management Agreement and the Existing Franchise Agreement, which constitutes the entire agreement of the parties thereto with respect to the subject matter thereof and which have not been amended or supplemented in any respect. There are no other management agreements, franchise agreements, license agreements or similar agreements for the operation or management of the Hotel or relating to the Brand, to which Seller is a party or which are binding upon the Property, except for the Existing Management Agreement and the Existing Franchise Agreement. The Improvements comply with, and the Hotel is being operated in accordance with, all requirements of such Existing Management Agreement and the Existing Franchise Agreement and all other requirements of the Existing Manager and the Franchisor, including all “brand standard” requirements of the Existing Manager and the Franchisor. The Existing Management Agreement and the Existing Franchise Agreement are in full force and effect, and shall remain in full force and effect until the termination of the Existing Management Agreement and the Existing Franchise Agreement at Closing, as provided in Article V hereof. No default has occurred and is continuing under the Existing Management Agreement or the Existing Franchise Agreement, and no circumstances exist which, with the giving of notice, the lapse of time or both, would constitute such a default.

  • Franchise Agreements The Franchise Agreements are in full force and effect. There is no default thereunder by any party thereto and no circumstance, condition or event has occurred that, with the passage of time and/or giving of notice, would constitute a default thereunder or entitle Franchisor to terminate any Franchise Agreement. All franchise fees, reservation fees, royalties, marketing fees and other sums and payable due under the Franchise Agreements have been paid in full or are current. A true, correct and complete copy of the Franchise Agreements, together with all amendments and ancillary agreements or side letters related thereto, have been delivered to Lender. The Loan, and the encumbrance of the Collateral as security for the Loan, will not cause Mortgage Borrower to violate any financial covenants contained in any Franchise Agreement.

  • Reinsurance Agreements In consideration of the premium stated herein, the Underwriter does hereby agree with the Named Insured to reinsure the Named Insured's insurance policies which provide coverage to the Assured, to the extent hereinafter set forth:

  • Prior Agreements; Modifications This Agreement and the schedules, attachments and exhibits attached hereto constitute the entire agreement between the Parties with respect to the subject matter hereof, and supersede all previous understandings, commitments, or representations concerning such subject matter. Each Party acknowledges that the other Party has not made any representations other than those that are expressly contained herein, if any. This Agreement may not be amended or modified in any way, and none of its provisions may be waived, except by a writing signed by an authorized representative of the Party against whom the amendment, modification, or waiver is sought to be enforced. The Project Managers shall not be authorized representatives within the meaning of this Section.

  • Adverse Agreements Company is not, and will not be as of the Closing Date, a party to any agreement or instrument or subject to any charter or other corporate restriction or any judgment, order, writ, injunction, decree, rule or regulation that materially and adversely affects the condition (financial or otherwise), operations, assets, liabilities, business or prospects of Company, the Business or the Assets.

  • MANAGEMENT AGREEMENT AND FRANCHISE AGREEMENT At or prior to the Closing, Seller shall terminate the Existing Management Agreement and the Existing Franchise Agreement, and Seller shall be solely responsible for all claims and liabilities arising thereunder on, prior to or following the Closing Date. As a condition to Closing, Buyer shall enter into the New Management Agreement and the New Franchise Agreement, effective as of the Closing Date, containing terms and conditions acceptable to Buyer (including, without limitation, such terms and conditions as may be required to accommodate Buyer’s and/or Buyer’s Affiliates’ REIT structure). Seller shall be responsible for paying all costs related to the termination of the Existing Management Agreement. Buyer shall be responsible for paying all reasonable and actual costs of the Franchisor related to the assignment or termination, as applicable, of the Existing Franchise Agreement. Seller shall use best efforts to promptly provide all information required by the Franchisor in connection with the New Franchise Agreement, and Seller and Buyer shall diligently pursue obtaining the same. As a condition to Buyer’s and Seller’s obligation to close under this Contract, Buyer and Manager shall agree, on or before the expiration of the Review Period, on the form and substance of the New Management Agreement.

  • Settlement of Claims The Company’s obligation to make the payments provided for in this Agreement and otherwise to perform its obligations hereunder shall not be affected by any circumstances, including, without limitation, any set-off, counterclaim, recoupment, defense or other right which the Company may have against the Executive or others.

  • Lease Agreements 13.1 The Customer shall provide FPL a copy of the lease agreement, as applicable, for any and all leased interconnection equipment.

  • Franchise Agreement (a) Except as provided in this Agreement, the Properties shall at all times be operated in accordance with the terms and conditions of the Franchise Agreements. Borrower shall, or shall cause Mortgage Borrower or Operating Lessee to cause Manager to, (i) pay all sums required to be paid by Mortgage Borrower, Operating Lessee and/or Manager under the Franchise Agreements, (ii) diligently perform, observe and enforce all of the terms, covenants and conditions of the Franchise Agreements, (iii) promptly deliver to Lender a copy of any written notice to Mortgage Borrower or Operating Lessee of any default by Mortgage Borrower, Operating Lessee and/or Manager under the Franchise Agreements and notify Lender of any material default under the Franchise Agreements of which it is aware, (iv) promptly deliver to Lender a copy of any written notice to Franchisor of any default by Franchisor under the Franchise Agreements, (v) promptly deliver to Lender a copy of each financial statement, business plan, capital expenditure plan, notice of non-performance, report and estimate (a) received by Mortgage Borrower or Operating Lessee under the Franchise Agreements and (b) required to be delivered by Mortgage Borrower, Operating Lessee and/or Manager to Franchisor under the Franchise Agreements, (vi) complete all work required under any PIP on or prior to the Outside Date, (vii) not modify or amend the Franchise Agreements to the extent such modification or amendment could reasonably be expected to have a Material Adverse Effect, and (viii) except as provided in clause (b) below not terminate, cancel, or replace the Franchise Agreements, nor replace the Franchisor, nor waive or release any of its rights and remedies under the Franchise Agreements in any material respect, without Lender’s prior written consent. Each request by Borrower for approval and consent by Lender pursuant to this Section 5.25 shall be in writing and contain a legend in capitalized bold letters on the top of the cover page stating: “LENDER’S RESPONSE IS REQUESTED WITHIN TEN (10) BUSINESS DAYS. LENDER’S FAILURE TO RESPOND WITHIN SUCH TIME PERIOD SHALL RESULT IN LENDER’S CONSENT BEING DEEMED TO HAVE BEEN GRANTED” and Borrower shall include the following documentation with such request all materials reasonably necessary in order for Lender to evaluate such matter. In the event that Lender fails to grant or withhold its approval and consent to such matter within such ten (10) Business Day period (and, in the case of a withholding of consent, stating the grounds therefor in reasonable detail), then, so long as no Event of Default is continuing, Lender’s approval and consent shall be deemed to have been granted. There shall be no administrative or approval fee in connection with this Section 5.25(a), but Borrower shall pay any out-of-pocket costs and expenses incurred by Lender.

  • Settlement Agreement Respondent understands that Respondent has the right to a formal adjudicatory hearing concerning this matter and that at said hearing Respondent would possess the right to confront and cross-examine witnesses, to call witnesses, to present evidence, to testify on Respondent’s own behalf, to contest the allegations, to present oral argument, and to appeal to the courts. Further, Respondent fully understands the nature, quality, and dimensions of these rights. Respondent understands that by signing this Settlement Agreement,

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