Condition of Grant. Participant acknowledges and agrees that he/she has received good and valuable consideration for entering into this Agreement, including, without limitation, the grant of the Restricted Stock Units contained herein, access to and use of Company’s Confidential Information (as that term is defined below) and access to the Company’s customer and employee relationships and goodwill, and further acknowledges that the Company would not make the grant of the Restricted Stock Units contained herein in the absence of his/her execution of and compliance with this Agreement.
Condition of Grant. Subject to the provisions of this Mortgage, the condition of these presents is such that if Mortgagor shall pay, observe, perform and discharge the Obligations, or cause same to be paid, observed, performed and discharged in strict accordance with the terms thereof, then this Mortgage and the estates, interests, rights and assignments granted hereby shall be null and void, but otherwise shall remain in full force and effect.
Condition of Grant. It shall be a condition to the acceptance of this RSU by the Participant that the Participant execute and deliver to the Company with the executed Notice of Grant (i) the Investment Representations attached as Exhibit B, and (ii) the counterpart signature page to the Company’s Common Stockholders Agreement, as it may be amended from time to time and attached as Exhibit C, with both such executed documents (the “Execution Documents”) being held in escrow by the Company until such time, if ever, that the RSUs vest pursuant to this Agreement, at which time such Execution Documents shall become effective immediately and automatically without any further action on the part of the Company or the Participant. It is a further condition to the acceptance of this RSU by the Participant that the Participant acknowledge and agree to be bound by the provisions set forth in the Confidentiality and Noncompetition Agreement attached hereto as Exhibit D.
Condition of Grant. By accepting this Award, you acknowledge and agree that the terms of each award, if any, previously granted to you under the Plan and each award, if any, previously granted to you under the XPO Logistics, Inc. Cash Long-Term Incentive Plan (the “Cash LTIP”), in each case, that remains outstanding on the Grant Date (each, a “Prior Award”) are hereby amended so that the definition of “Change of Control” applicable to each Prior Award is superseded and replaced in its entirety by the definition of “Change of Control” set forth in this Award Agreement. Accordingly, and notwithstanding anything to the contrary in the Plan, the Cash LTIP, or any award agreement governing any Prior Award, or otherwise, from and after the Grant Date, an event or transactions shall be considered a “Change of Control” with respect to your Prior Awards only if it constitutes a “Change of Control” within the meaning of the definition of such term set forth in this Award Agreement. The grant of this Award is expressly conditioned upon your acknowledgement and agreement to the amendment of the terms of your Prior Awards, if any, as set forth in this Section 19. For the avoidance of doubt, this Section 19 is applicable to you only if you have a Prior Award and does not provide for, or result in, a granting of a Prior Award.
Condition of Grant. The performance reward grant for this target will only be payable if: • At least one of the parks securing Green Flag or Green Pennant status as at 31 March 2010 is located in or within 100 metres of the Super Output Areas amongst the 3% most deprived in the country – White Xxxx Xxxx, Xxxxxxxxx, Xxxx Xxxx, Northumberland Park and Xxxxx Xxxxx; • At least two of the parks securing Green Flag or Green Pennant status as at 31 March 2010 is located in or within 100 metres of the Super Output Areas amongst the 10% most deprived in the country – Woodside, West Green, Bounds Green, St Ann’s, Harringay, Xxxxxxx and Tottenham Green. Notes The Green Flag and Green Pennant Award Scheme is an annual voluntary award scheme for freely accessible parks and green spaces to recognise agreed standards of management and maintenance. To win an Award an organisation must make an application (for a fee) to the Scheme; the site entered will be judged by independent volunteer peer judges, against eight criteria. Those that meet the standard are awarded a Green Flag or Green Pennant for one year. BVPI 119e – measures the percentage of people, responding to a survey, who are very/fairly satisfied with the parks and open spaces provided by the local authority. Safer and Stronger Communities Block Target Cleaner, Greener, Safer – Narrowing the gap Improving recycling provision and performance in Haringey Indicator by which performance will be measured BVPI 82a(ii) and BVPI 82b(ii) – tonnage of household waste arisings sent for recycling or composting. Current performance (Year ending 31 March 2006) 15,500 tonnes Performance at the end of the period of the Local Area Agreement 31 March 2010 Performance expected without the Reward Element 22,843 tonnes Performance target with the Reward Element 26,593 tonnes Enhancement in performance with the Reward Element 3,750 additions tonnes of waste recycled or composted Allocation of Performance Reward Grant 100% Notes
Condition of Grant. Provided always, that if Mortgagor shall irrevocably, unconditionally and indefeasibly pay or cause to be paid the entire Indebtedness as and when the same shall become due and payable and shall observe, perform and discharge the Obligations, then the Security Documents and the estate and rights granted by Mortgagor shall cease, terminate and become void, and shall be promptly released or reconveyed by Mortgagee at the cost and expense of Mortgagor.
Condition of Grant. The condition of these presents is such that if Mortgagor and the other Borrowers shall pay or cause to be paid the Indebtedness as and when the same shall become due and payable and shall observe, perform and discharge the Obligations in accordance with this Mortgage and the other Loan Documents, then this Mortgage and the other Loan Documents and the estates and rights granted by them shall be released and terminated by Mortgagees.
Condition of Grant. As a condition to the grant and exercise of the Option, Optionee agrees to remain associated with the Company or its affiliates for a period of three years.
Condition of Grant. In the event that (A) (i) all of the Grantor’s Guaranteed Obligations have been terminated in accordance with its Guaranty, (ii) all other Mortgage Obligations have been satisfied in full, and (iii) there are no pending claims in respect of which indemnity is claimed as part of the Grantor’s Guaranteed Obligations or any other Mortgage Obligations, or (B) the property subject to any Liens hereunder is the subject of any disposition that is permitted under the Credit Agreement, Beneficiary and Trustee shall promptly release or reconvey the applicable Liens created by this Deed of Trust, at the reasonable cost and expense of Grantor (subject, however, to the preferential payment provisions of Section 7.14 hereof).
Condition of Grant. In the event that (a) (i) all of the Guaranteed Obligations of Mortgagor have been terminated, discharged, released or satisfied in accordance with its Guaranty, (ii) all other Mortgage Obligations have been satisfied in full, and (iii) there are no pending claims in respect of which indemnity is claimed as part of the Guaranteed Obligations of Mortgagor or any other Mortgage Obligations or (b) the conditions to an Asset Sale of the Mortgaged Property set forth in Section 6.8 of the Credit Agreement have been satisfied in full, Mortgagee shall promptly release the Liens created by this Mortgage or reconvey the Mortgaged Property, as applicable under the laws of the State, and terminate and discharge of record this Mortgage (including, without limitation, the Assignment) by Mortgagee’s execution of the recordable instrument appropriate therefor under the laws of the State, at the cost and expense of Mortgagor (subject, however, to the preferential payment provisions of Section 7.14 hereof).
