Contingent Option Sample Clauses

Contingent Option. Upon the Executive being involuntarily terminated before the Early Retirement Age as specified in his Executive Supplemental Compensation Agreement, as amended and subject to Paragraph 19 of this Agreement to the extent applicable, the Insured (or assignee) to the extent that the Policy has not been previously terminated or paid out shall have a fifteen (15) day option to receive from the Bank an absolute assignment of the Policy in consideration of a cash payment to the Bank equal to the cash value of the Policy at the time of such assignment. Upon the proper exercise of the option to receive an absolute assignment of the Policy, this Agreement shall terminate and Bank shall have no further obligation to pay any benefits to Executive’s beneficiary(ies) pursuant to this Agreement. The Insured expressly agrees that this Agreement shall constitute sufficient written notice to the Insured of the Insured’s option to receive an absolute assignment of the Policy as set forth herein.
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Contingent Option. Upon the Executive being involuntarily terminated before the Early Retirement Age as specified in his Executive Supplemental Compensation Agreement, as amended, the Insured (or assignee) to the extent that the Policy has not been previously terminated or paid out shall have a fifteen (15) day option to receive from the Bank an absolute assignment of the Policy in consideration of a cash payment to the Bank equal to the cash value of the Policy at the time of such assignment. If within said fifteen (15) day period, the Insured fails to exercise said option, fails to make the entire aforementioned cash payment, or dies, then the option shall terminate and the Insured (or assignee) agrees that (i) all of the Insured’s rights, interest and claims in the Policy shall terminate, (ii) all of the Executive’s right, interest and claims in the Agreement shall terminate, and (iii) the Agreement shall terminate. The Insured expressly agrees that this Agreement shall constitute sufficient written notice to the Insured of the Insured’s option to receive an absolute assignment of the Policy as set forth herein.
Contingent Option. It is a condition precedent of the MOS (Lot C2) that the Xxxxxxx hereby grants an irrevocable option to SASB to purchase Lot C2 and SASB shall be deemed to have exercised the option to purchase Lot C2 immediately upon approval for the conversion/exchange of Lot C2 into the Converted Titles (defined herein) thereto has even obtained subject to the provisions of the Land Ordinance (Sabah Cap. 68), the Town and Country Planning Ordinance (Cap. 141) or any other relevant laws as amended from time to time, and Subject further to the following conditions: (a) The consideration for the purchase and transfer of Lot C2 upon conversion into CL or Town Lease shall be the total rental paid and received by Xxxxxxx up to the date of the Converted Title being issued; (b) All costs and expenses incurred in the development and enhancing the value of Lot C2 including the premium for conversion, survey fees, legal fees and other costs incidental thereto in relation to either convert Lot C2 or to secure the consent of the transfer under Section 17 of the Land Ordinance (Sabah Cap. 68) directly and indirectly incurred pursuant to such transfer shall be wholly borne by SASB; (c) Upon issuance of the Converted Titles from Lot C2, the Said Solicitors (defined herein) shall hereby be irrevocably authorized to cause the transfer of the Converted Titles into the name of SASB or its nominee in accordance with the terms herein; and (d) For the purpose of effectuating the transfer of the Converted Titles into the name of the SASB, Xxxxxxx hereby expressly agree and undertake to execute the memorandum of transfer and/or shall simultaneous with the execution of the Sublease (C2) deliver duly executed memorandum of transfer in with irrevocable instruction to legal Firm of Messrs Xxxxxxxxx & Co, Xx. 000, Xxxxx Xxxxxx, Xxxxxxx Building (Next to Karamunsing Complex), Karamunsing, 88100, Kota Kinabalu, PO box 13834, 88844, Kota Kinabalu to cause the lodgment and registration of the transfer of the Converted Titles into the name of SASB or its nominees within a reasonable time after issuance and delivery of the Converted Titles to SASB Solicitors as envisaged herein. (e) In the event that the transfer of the Converted Titles into the name of SASB or its nominees as envisaged under the preceding Clause 6(d) of the JVA for Lot C2 cannot be effected due to conditions imposed in the draft Converted Titles in relation to the fulfilment, inter alia, of building covenants, Xxxxxxx hereto hereby expre...
Contingent Option. If at any time during the first six (6) Lease Years of the Term, the current owner of said property proposes to sell or lease the portion of Xxx 0, Xxxxx 0, Xxxxxx X, XXXXXXX XXXX XXXXXX, Xxxxxx of Boulder, State of Colorado not included in the Premises (the “Remainder of Lot 2”) after the current owner of said property receives a bona fide offer from a third party it proposes to accept, the current owner of said property shall first make a written offer to add the Remainder of Lot 2 to the Premises under this Lease in consideration of increasing the Base Rent by the “Initial Remainder of Lot 2 Base Rent” (defined below). The Initial Remainder of Lot 2 Base Rent shall equal eight percent (8%) of the “Value of the Remainder of Lot 2” per year. The “Value of the Remainder of Lot 2” shall vary depending upon the time the offer is made. If the offer is made during the first Lease Year, the Value of the Remainder of Lot 2 Base Rent shall equal $10.00 per square foot of the land included in the Remainder of Lot 2. The Value of the Remainder of Lot 2 shall increase each Lease Year by 3% of the Value of the Remainder of Lot 2 in effect for the previous Lease Year. After the Initial Remainder of Lot 2 Base Rent is added to Base Rent, it shall just be part of the Base Rent and the Base Rent (that includes the Remainder of Lot 2 Base Rent) shall continue to increase each Lease Year as set forth in Section 4(e).
Contingent Option. Patent Holder grants Prospective Sublicensee a contingent option to obtain an exclusive license under the Patent Rights and the Technology to make, have made, use, offer for sale, sell, and import with the right to grant sublicenses in the Field in the Territory Products as more fully set forth in Exhibit A (“Contingent Option”). The Contingent Option is exercisable by Prospective Sublicensee only if Patent Holder and Prospective Licensor fail to execute a license agreement as set forth in Section 4.1 during or prior to the end of the Exclusive License Negotiation Period, as defined herein. Upon exercise of the Contingent Option, Patent Holder shall negotiate in good faith a license in accordance with the terms set forth in Exhibit A, and substituting Patent Holder for “Pharmstandard” as used therein. If Patent Holder and Prospective Sublicensee fail to enter into a license within sixty (60) days of the exercise of the Contingent Option, then for a period of one (1) year, Prospective Sublicensee shall have the right of first refusal to enter into an agreement for any rights set forth in Exhibit A on the best terms that Patent Holder offers to Prospective Licensor or a third party.

Related to Contingent Option

  • CONTINGENT ANNUITANT The person designated by the Owner who, upon the Annuitant's death prior to the Annuity Commencement Date, becomes the Annuitant.

  • Contingent Obligation any obligation of a Person arising from a guaranty, indemnity or other assurance of payment or performance of any Debt, lease, dividend or other obligation (“primary obligations”) of another obligor (“primary obligor”) in any manner, whether directly or indirectly, including any obligation of such Person under any (a) guaranty, endorsement, co-making or sale with recourse of an obligation of a primary obligor; (b) obligation to make take-or-pay or similar payments regardless of nonperformance by any other party to an agreement; and (c) arrangement (i) to purchase any primary obligation or security therefor, (ii) to supply funds for the purchase or payment of any primary obligation, (iii) to maintain or assure working capital, equity capital, net worth or solvency of the primary obligor, (iv) to purchase Property or services for the purpose of assuring the ability of the primary obligor to perform a primary obligation, or (v) otherwise to assure or hold harmless the holder of any primary obligation against loss in respect thereof. The amount of any Contingent Obligation shall be deemed to be the stated or determinable amount of the primary obligation (or, if less, the maximum amount for which such Person may be liable under the instrument evidencing the Contingent Obligation) or, if not stated or determinable, the maximum reasonably anticipated liability with respect thereto.

  • Contingent Payment Notwithstanding anything in this Agreement to the contrary, if any of the Properties are sold by Buyer within twelve (12) months after the Closing Date, Buyer shall pay to Seller an amount equal to five percent (5%) of the Consideration allocated to such Property. The Deeds shall contain a deed restriction granting Seller the right to receive such additional sum from Buyer.

  • Contingent Payments The Unilever Stockholder shall have the right to receive the Contingent Payments, if any, on the terms and subject to the conditions set forth on Exhibit 9 in recognition of its period of ownership of the Class B Shares.

  • Contingent Beneficiary While the Annuitant is alive, the Owner may, by written Request, designate or change a Contingent Beneficiary from time to time. The Company shall not be bound by any change of Contingent Beneficiary unless it is made in writing and recorded at the Retirement Resource Operations Center.

  • OBLIGATIONS CONTINGENT ON PERFORMANCE The obligations of the Employer hereunder, including its obligation to pay the compensation provided for herein, are contingent upon the Executive's performance of the Executive's obligations hereunder.

  • Contingent Value Rights 2.1 CVRs.

  • Contingent Consideration The Contingent Consideration shall become payable and/or issuable to each Selling Securityholder within 10 Business Days of the Contingent Consideration Date in accordance with this Section 1.5(c) (and subject to Section 1.5(a)), subject to and in accordance with Section 1.6, including any reduction for an amount of cash up to such Selling Securityholder’s Pro Rata Share of the Holdback Amount withheld pursuant to Section 1.6(b), with each Selling Securityholder receiving an amount of cash and/or stock equal to (a) the percentage set forth in the Spreadsheet opposite such Selling Securityholder’s name under the heading “Contingent Consideration Percentage” multiplied by (b) the Contingent Consideration. The “Contingent Consideration Date” shall mean the earlier of (i) the date that is 30 months following the Closing Date and (ii) the date upon which $50 million in gross proceeds (net of transaction fees and expenses, including any broker fees, the “Contingent Threshold Amount”) is received by Purchaser from investors pursuant to bona fide equity financings in exchange for the issuance of Purchaser Series B Stock. If the Contingent Threshold Amount (A) is met prior to the Contingent Consideration Date, then the Contingent Consideration shall be an amount payable in cash equal to $50 million, or (B) is not met prior to the Contingent Consideration Date, then the Contingent Consideration shall be (I) an amount payable in cash equal to the gross proceeds (net of transaction fees and expenses, including any broker fees) received by Purchaser from investors pursuant to bona fide equity financings during such 30-month period in exchange for the issuance of Purchaser Series B Stock (the “Actual Financing Proceeds”), plus (II) a number of shares of Purchaser Series B Stock equal to (x) two multiplied by (y) (i) (1) the Contingent Threshold Amount minus (2) the Actual Financing Proceeds, divided by (ii) the Purchaser Series B Stock Price (such amount of cash paid and/or shares issued, the “Contingent Consideration”). Notwithstanding anything to the contrary in the foregoing, to the extent any such Selling Securityholder is not able to provide evidence satisfactory to Purchaser that such Selling Securityholder is an accredited investor as defined in Rule 501(a) of Regulation D under the Securities Act (or otherwise provide evidence satisfactory to Purchaser that another applicable exemption under the Securities Act is available to rely upon), then Purchaser reserves the right, in its sole discretion, to replace the share issuance to such Selling Securityholder pursuant to clause (II) of the prior sentence with a payment in cash equal to (x) the Purchaser Series B Stock Price multiplied by (y) the number of shares that otherwise would have been issuable to such Selling Securityholder pursuant to clause (II) of the prior sentence (rounded down to the nearest cent).

  • Contingent Obligations Company shall not, and shall not permit any of its Subsidiaries to, directly or indirectly, create or become or remain liable with respect to any Contingent Obligation, except:

  • Contingent Liabilities Assume, guarantee, become liable as a surety, endorse, contingently agree to purchase, or otherwise be or become liable, directly or indirectly (including, but not limited to, by means of a maintenance agreement, an asset or stock purchase agreement, or any other agreement designed to ensure any creditor against loss), for or on account of the obligation of any person or entity, except by the endorsement of negotiable instruments for deposit or collection or similar transactions in the ordinary course of the Company’s business.

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