CPP Clause Samples

CPP. CPP represents and warrants to the Metris Companies as follows: (a) CPP has all requisite organizational power and authority to execute and deliver this Agreement and perform all of its obligations hereunder; (b) the execution, delivery and performance of this Agreement have been duly authorized by CPP, and this Agreement constitutes a valid and binding agreement of CPP, enforceable in accordance with its terms (except as enforcement may be limited by laws governing bankruptcy and creditors' rights generally); and
CPP. The Members acknowledge that Manhattan Bancorp is a participant in the Troubled Assets Relief Program Capital Purchase Program (“CPP”) established under the Emergency Economic Stabilization Act of 2008 (“EESA”). Under EESA Manhattan Bancorp and its Affiliates, including the Company, may be subject to certain limitations on their activities, including the amounts which may be paid as compensation to certain senior executives and other employees, and the structure of compensation plans and incentives. Additional requirements may be imposed under EESA by the U.S. Treasury Department (“UST”) or subsequent legislation or regulations applicable to CPP participants at any time. The Company shall operate at all times in full compliance with EESA and subsequent legislation or regulations applicable to CPP participants and the regulations and guidance issued by the UST pursuant thereto to the extent they apply to the Company, and the Members agree to comply and to cause any Indirect Investors in the Company to comply with all requirements thereof to the extent they apply to the Members or such Indirect Investors. The undersigned, being all of the initial Members of the Company, do hereby ratify, confirm and approve the adoption of this Agreement as the Limited Liability Company Operating Agreement of the Company, and for good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, do hereby assume and agree to be bound by and to perform all of the terms and provisions set forth in this Operating Agreement. a California corporation By: Name: Title: a California corporation By: Name: Title: MB Financial Services, Inc. $ 790,000 700,000 0 Bodi Advisors Inc. $ 210,000 300,000 166,667 Bodi Advisors Inc. (Management Company), or its predecessors in interest, shall make its initial Capital Contribution to the Company prior to the closing of the sale of Units of the Company to MB Financial Services, Inc. as contemplated by that certain Membership Interest Purchase Agreement dated February 23, 2009. MB Financial Services, Inc. shall purchase its 700,000 Units and make its Capital Contribution when and as requested by the Board. ▇▇▇▇ ▇▇▇▇▇▇▇▇ 1/3 ▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇ 1/3 ▇▇▇ ▇▇▇▇▇▇ 1/3 This Employment Agreement (this “Agreement”) is to be effective as of , 2009, and is entered into by and between ▇▇▇▇ ▇▇▇▇▇▇▇▇ (“Executive”) and Bodi Capital, LLC (the “Company”).
CPP. In the event that Novartis and/or its Affiliates requires a Questcor Party to request and/or issue a CPP for any country (whether in or outside the Territory and whether for Novartis, its Affiliate or for another Third Party to which the Product has previously been divested) in relation to the Product during the Transition Period, then the Questcor Parties shall as soon as practicable, but in no event later than sixty (60) days following such request by Novartis, action such requirement of Novartis and shall provide such CPP to Novartis as soon as reasonably possible and on such terms as Novartis shall reasonably require.
CPP. This product is designed to pay the outstanding balance on your MrPricemoney account, up to R15 000, in the event of death, retrenchment, critical illness or hospitalisation (of 14 or more consecutive days). It can also be extended to cover your partner, or both you and your partner. In the event of accidental death an additional R2 500 can also be paid out to the insured person’s beneficiary. (These products are covered in more detail in the application form brochure and in the policy documents, which can be obtained in store, by calling ▇▇▇ ▇▇▇ ▇▇▇▇, or by visiting the web site, ▇▇▇.▇▇▇▇▇▇.▇▇.▇▇).
CPP. Cover of your outstanding Sheet Street account balance in the event of death, retrenchment, certain critical illnesses and hospitalisation for more than 14 consecutive nights.
CPP. The Members acknowledge that Manhattan Bancorp is a participant in the Troubled Assets Relief Program Capital Purchase Program (“CPP”) established under the Emergency Economic Stabilization Act of 2008 (“EESA”). Under EESA Manhattan Bancorp and its Affiliates, including the Company, may be subject to certain limitations on their activities, including the amounts which may be paid as compensation to certain senior executives and other employees, and the structure of compensation plans and incentives. Additional requirements may be imposed under EESA by the U.S. Treasury Department (“UST”) or subsequent legislation or regulations applicable to CPP participants at any time. The Company shall operate at all times in full compliance with EESA and subsequent legislation or regulations applicable to CPP participants and the regulations and guidance issued by the UST pursuant thereto to the extent they apply to the Company, and the Members agree to comply and to cause any Indirect Investors in the Company to comply with all requirements thereof to the extent they apply to the Members or such Indirect Investors. The undersigned, being all of the initial Members of the Company, do hereby ratify, confirm and approve the adoption of this Agreement as the Limited Liability Company Operating Agreement of the Company, and for good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, do hereby assume and agree to be bound by and to perform all of the terms and provisions set forth in this Operating Agreement.
CPP. A Current and original CPP to include the following is needed: • Trade Name (including strength and dosage form) • Name and full addresses of manufacturing/packaging sites • Complete quantitative composition (including inactive ingredients) • Quantity per pack • Approved Indications • Shelf-Life • The product is registered and marketed in the country issuing the CPP • Date of Approval

Related to CPP

  • Dividend Reinvestment Plan Any and all expenses incident to any dividend reinvestment plan.

  • Long-Term Incentive Plans During the Employment Period, the Executive shall be eligible to participate in any long term incentive compensation plan maintained by the Company on the terms established from time to time by the Board or the Compensation Committee of the Board, as applicable.

  • Incentive Plans During the Term of this Agreement, Executive shall be entitled to participate in all bonus, incentive compensation and performance based compensation plans, and other similar policies, practices, programs and arrangements of the Company, now in effect or as hereafter amended or established, on a basis that is commensurate with his position and no less favorable than those generally applicable or made available to other executives of the Company. The Executive's participation shall be in accordance with the terms and provisions of such plans and programs. Participation shall include, but not be limited to:

  • Long-Term Incentive Program During the Term, the Employee shall participate in all long-term incentive plans and programs of the Group that are applicable to its senior executives in accordance with their terms and in a manner consistent with his position with the Company.

  • ESOP (a) As of the Closing Date and, to the best of Borrower’s knowledge at all times thereafter, the ESOT has been duly organized and is a validly existing trust. Except as set forth on Schedule 3.23, each of the ESOP Plan Documents is in full force and effect and no term or condition thereof has been amended, modified or waived from the terms and conditions contained in the ESOP Plan Documents delivered to the Administrative Agent without the consent of the Administrative Agent (which consent shall not be unreasonably withheld), except to the extent such amendment, modification or waiver could not reasonably be anticipated to have a material adverse effect upon the Administrative Agent or any of the Lenders or otherwise have a Material Adverse Effect. As of the Closing Date and, to the best of Borrower’s knowledge at all times thereafter, the ESOT has performed and complied with all the material terms, provisions, agreements and conditions set forth therein and required to be performed or complied with by the ESOT, and no unmatured default, default or breach of any covenant by any such party exists thereunder. (b) As of the Closing Date and, to the best of the Borrower’s knowledge at all times thereafter, the execution, delivery and performance of each of the ESOP Plan Documents to which the ESOT is a party do not (i) conflict with the ESOP Plan Documents, (ii) conflict with any requirement of law, or (iii) other than with respect to ordinary course ESOP operations, require a registration with, consent or approval of, or notices to, or other action to, with or by any Governmental Authority. (c) As of the Closing Date and, to the best of the Borrower’s knowledge, at all times thereafter, none of the assets of the Borrower constitute, for any purpose of ERISA or Section 4975 of the Code, assets of the ESOP or any other “plan” as defined in Section 3(3) of ERISA or Section 4975 of the Code. (d) As of the Closing Date and, to the best of the Borrower’s knowledge, at all times thereafter, no non-exempt prohibited transaction described in Section 406 of ERISA or Section 4975 of the Code has occurred with respect to the ESOP, and no Loan hereunder constitutes or shall constitute or give rise to any such non-exempt prohibited transaction. (e) The ESOP is qualified under Section 401(a) of the Code, and the ESOP includes two components, one of which is a stock bonus plan that constitutes an employee stock ownership plan as defined in Section 4975(e)(7) of the Code, and the other is a profit sharing plan that includes a cash or deferred arrangement under Section 401(k) of the Code. (f) The Borrower has provided the Administrative Agent with a complete and true copy of each of the ESOP Plan Documents pursuant to which the ESOP and the ESOT are maintained by the Borrower, or which concern the Borrower’s obligations with respect to the ESOP and ESOT, as of the Closing Date and has not subsequently amended or in any other way modified or replaced such ESOP Plan Documents in any material manner without the prior written consent of the Administrative Agent, except for any amendment, modification or replacement required by the IRS or by applicable law (and the Borrower shall use its best efforts to deliver a copy of any such amendment, modification or replacement to the Administrative Agent prior to the execution thereof). (g) To the Borrower’s knowledge, no Loan hereunder is (for any purpose of Section 406 of ERISA or Section 4975 of the Code) a direct or indirect loan or other transaction between the Administrative Agent or any of the Lenders and the ESOT which, if it is assumed that the Administrative Agent and the Lenders are “parties in interest” and “disqualified persons” (as defined in Section 3(14) of ERISA and Section 4975 of the Code, respectively), is a non-exempt prohibited transaction described in Section 406 of ERISA or Section 4975 of the Code. (h) Neither the Borrower nor any of its Subsidiaries is or shall be subject to the tax imposed by Section 4978 of the Code with respect to any “disposition” by the ESOT of any shares of Equity Interests of the Borrower. (i) To the Borrower’s knowledge, there is no investigation or review by any Governmental Agency, or action, suit, proceeding or arbitration, pending or concluded, concerning any matter with respect to the ESOP or the ESOT relevant as to whether any representation set forth herein was, or has or will at any time become, inaccurate or breached or, if it were to be made at any time prior to the satisfaction of all Obligations, would be inaccurate when made (other than in respect of (i) periodic requests to the IRS to issue a favorable determination letter to the effect that the ESOP is and continues to be a qualified plan and an employee stock ownership plan, (ii) Annual Reports (IRS Form 5500 Series) for the ESOP and (iii) routine claims for ESOP benefits), and neither the ESOP Fiduciary nor, to the best of the Borrower’s knowledge, the ESOT Trustee has made any assertion with respect to the ESOP or the ESOT contrary to or inconsistent with the accuracy of any such representation which assertion could reasonably be expected to have a Material Adverse Effect.