Individual Employee Liability to Lenders Sample Clauses

Individual Employee Liability to Lenders. The parties acknowledge that, from time to time, employees of Borrower may be required to execute and deliver, in their capacity as an officer, director or employee of Borrower, certain certificates to Agent and Lenders in relation to this Agreement or the transactions contemplated by this Agreement (“Certificates”). Agent and Lenders shall have no cause of action against any individual employee of Borrower based on any inaccuracy in any Certificate executed by or delivered to Agent and Lenders by such employee provided the employee does not knowingly provide false or misleading Certificates, and has acted in good faith. WITNESS the due execution hereof as of the day and year first above written. COMERICA BANK, QUINSTREET, INC. as Administrative Agent By: /s/ Xxxxxx Xxxxxx By: /s/ Xxxxxxx Xxxxxxx Name: Xxxxxx Xxxxxx Name: Xxxxxxx Xxxxxxx Title: SVP Title: CEO COMERICA BANK, as a Lender, as Issuing Lender and as Swing Line Lender By: /s/ Xxxxxx Xxxxxx Name: Xxxxxx Xxxxxx Title: SVP 119 CREDIT SUISSE AG, Cayman Islands Branch By: /s/ Xxxxxxxxxxx Reo Day Name: Xxxxxxxxxxx Reo Day Title: Vice President By: /s/ Sanja Gazahi Name: Sanja Gazahi Title: Associate 120 X.X.XXXXXX XXXXX, N.A. By: /s/ Xxxx X. Xxxxxxxxx Name: Xxxx X. Xxxxxxxxx Title: Executive Director 121 UNION BANK, N.A. By: /s/ Xxxxxxx Xxxxx Name: Xxxxxxx Xxxxx Title: Vice President 000 XXXX XX XXXXXXX, N.A. By: /s/ Xxxxxx X. Xxxxxx Name: Xxxxxx X. Xxxxxx Title: Senior Vice President 123 U.S. BANK, NATIONAL ASSOCIATION By: /s/ Xxxxxxx X. Xxxx Name: Xxxxxxx X. Xxxx Title: Vice President BANK OF THE WEST By: /s/ Xxxxxx Xxxxx Name: Xxxxxx Xxxxx Title: V.P. 125 SILICON VALLEY BANK By: /s/ Xxxx Xxxxxxxx Name: Xxxx Xxxxxxxx Title: Relationship Manager Schedule 1.1 Applicable Margin Grid Revolving Credit and Term Loan Facility (basis points per annum) Basis for Pricing Level I Level II* Level III Level IV Funded Debt to EBITDA Ratio** <0.75 to 1.0 ³0.75 to 1.0 and <1.5 to 1.0 ³1.5 to 1.0 and <2.25 to 1.0 ³2.25 to 1.0 Revolving Credit Eurodollar Margin 162.5 187.5 212.5 237.5 Revolving Credit Base Rate Margin 62.5 87.5 112.5 137.5 Revolving Credit Facility Fee 37.50 37.50 37.50 37.50 Letter of Credit Fees (exclusive of facing fees) 162.5 187.5 212.5 237.5 Term Loan Eurodollar Margin 200.0 225.0 250.0 275.0 Term Loan Base Rate Margin 100.00 125.0 150.0 175.0 * Level II pricing shall be in effect until the delivery of the financial statements for the quarter ending December 31, 2011, after which time the prici...
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Individual Employee Liability to Lenders. The parties acknowledge that, from time to time, employees of Borrower may be required to execute and deliver, in their capacity as an officer, director or employee of Borrower, certain certificates to Agent and Lenders in relation to this Agreement or the transactions contemplated by this Agreement (“Certificates”). Agent and Lenders shall have no cause of action against any individual employee of Borrower based on any inaccuracy in any Certificate executed by or delivered to Agent and Lenders by such employee provided the employee does not knowingly provide false or misleading Certificates, and has acted in good faith. 114 WITNESS the due execution hereof as of the day and year first above written. COMERICA BANK, as Administrative Agent QUINSTREET, INC. By: /s/ Illegible By: /s/ Xxxxxxx Xxxxxxx Its: Senior Vice President Its: CEO COMERICA BANK, as a Lender, as Issuing Lender and as Swing Line Lender By: /s/ Illegible Its: Senior Vice President 115 WACHOVIA BANK NATIONAL ASSOCIATION, as a Lender By: /s/ Illegible Its: Senior Vice President 116 BANK OF AMERICA, N.A., as a Lender By: /s/ Illegible Its: Senior Vice President 000 XXXXX XXXX XX XXXXXXXXXX, as a Lender By: /s/ Illegible Its: Senior Vice President 118 Schedule 1.1 Applicable Margin Grid Revolving Credit and Term Loan Facility (basis points per annum) Basis for Pricing Level I Level II Level III Level IV Funded Debt to EBITDA Ratio* <0.75 to 1.0 ³0.75 to 1.0 and <1.5 to 1.0 ³1.5 to 1.0 and <2.25 to 1.0 ³2.25 to 1.0 Revolving Credit Eurodollar Margin 187.50 212.50 237.50 262.50 Revolving Credit Prime-Based Rate Margin 75.00 75.00 100.00 125.00 Revolving Credit Facility Fee 37.50 37.50 37.50 37.50 Letter of Credit Fees (exclusive of facing fees) 187.50 212.50 237.50 262.50 Term Loan Eurodollar Margin 225.00 250.00 275.00 300.00 Term Loan Prime-Based Rate Margin 75.00 75.00 100.00 125.00 * Definitions as set forth in the Credit Agreement. ** Level II pricing shall be in effect until the delivery of the financial statements for the quarter ending September 30, 2008 after which time the pricing grid shall govern.

Related to Individual Employee Liability to Lenders

  • Employee Liability In the event an employee becomes a defendant in a civil liability suit arising out of actions taken or not taken in the course of his/her employment for the state, he/she has the right to request representation and indemnification through his/her agency in accordance with RCW 4.92.060 and 070 and agency policy.

  • Employee Liabilities All Liabilities with respect to employees which -------------------- relate primarily to the Company Business.

  • Termination Liability If any Pricing Agreement shall be terminated pursuant to Section 7 hereof, the Company shall not then be under any liability to any Underwriter with respect to the Designated Securities covered by such Pricing Agreement except as provided in Section 4(a)(viii) and Section 6 hereof; but, if for any other reason Designated Securities are not delivered by or on behalf of the Company as provided herein, the Company will reimburse the Underwriters through the Representatives for all out-of-pocket expenses approved in writing by the Representatives, including fees and disbursements of counsel, reasonably incurred by the Underwriters in making preparations for the purchase, sale and delivery of such Designated Securities, but the Company shall then be under no further liability to any Underwriter with respect to such Designated Securities except as provided in Section 4(a)(viii) and Section 6 hereof.

  • Probation for Newly Hired Employees (a) The Employer may reject a probationary employee for just cause. A rejection during probation shall not be considered a dismissal for the purpose of Article 11.2

  • Written Employee Jury Service Policy 1. Unless the Contractor has demonstrated to the County’s satisfaction either that the Contractor is not a “Contractor” as defined under the Jury Service Program (Section 2.203.020 of the County Code) or that the Contractor qualifies for an exception to the Jury Service Program (Section 2.203.070 of the County Code), the Contractor shall have and adhere to a written policy that provides that its Employees shall receive from the Contractor, on an annual basis, no less than five days of regular pay for actual jury service. The policy may provide that Employees deposit any fees received for such jury service with the Contractor or that the Contractor deduct from the Employee’s regular pay the fees received for jury service.

  • Retired Employees A. Employees who retire under the Florida Retirement System shall be eligible, upon request, to receive on the same basis as other employees the following benefits at the University, subject to University Regulations and policies:

  • Casual Employees A casual employee is one who is not regularly scheduled to work other than during periods that such employee shall relieve a regular full-time or regular part-time employee. Casual employees accumulate seniority on an hourly basis and are entitled to such benefits as are contained in the “Addendum - Casual Employees”.

  • Can I Roll Over or Transfer Amounts from Other IRAs or Employer Plans If properly executed, you are allowed to roll over a distribution from one Traditional IRA to another without tax penalty. Rollovers between Traditional IRAs may be made once every 12 months and must be accomplished within 60 days after the distribution. Beginning in 2015, just one 60 day rollover is allowed in any 12 month period, inclusive of all Traditional, Xxxx, SEP, and SIMPLE IRAs owned. Under certain conditions, you may roll over (tax-free) all or a portion of a distribution received from a qualified plan or tax-sheltered annuity in which you participate or in which your deceased spouse participated. In addition, you may also make a rollover contribution to your Traditional IRA from a qualified deferred compensation arrangement. Amounts from a Xxxx XXX may not be rolled over into a Traditional IRA. If you have a 401(k), Xxxx 401(k) or Xxxx 403(b) and you wish to rollover the assets into an IRA you must roll any designated Xxxx assets, or after tax assets, to a Xxxx XXX and roll the remaining plan assets to a Traditional IRA. In the event of your death, the designated beneficiary of your 401(k) Plan may have the opportunity to rollover proceeds from that Plan into a Beneficiary IRA account. In general, strict limitations apply to rollovers, and you should seek competent advice in order to comply with all of the rules governing rollovers. Most distributions from qualified retirement plans will be subject to a 20% withholding requirement. The 20% withholding can be avoided by electing a “direct rollover” of the distribution to a Traditional IRA or to certain other types of retirement plans. You should receive more information regarding these withholding rules and whether your distribution can be transferred to a Traditional IRA from the plan administrator prior to receiving your distribution.

  • Form B - Contractor’s Annual Employment Report Throughout the term of the Contract by May 15th of each year the Contractor agrees to report the following information to the State Agency awarding the Contract, or if the Contractor has provided Contract Employees pursuant to an OGS centralized Contract, such report must be made to the State Agency purchasing from such Contract. For each covered consultant Contract in effect at any time between the preceding April 1st through March 31st fiscal year or for the period of time such Contract was in effect during such prior State fiscal year Contractor reports the:

  • Former Employees All Employees terminating service with the Employer during the Plan Year and who have satisfied the eligibility requirements based on the terms of the Employer's accumulated benefits plans checked below (select all that apply; leave blank if no exclusions):

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