Instead Sample Clauses

Instead our justifications for proposing international aviation as a lead sector for a global carbon emissions reduction agreement are (in the broadest sense) political. The support for emissions reduction in this sector from gov- ernment leaders and industry stakeholders indicates an opportune alignment of political will for a sector-specific approach. No comparable alignment of interests appears to exist in any other global industry. From the industry’s perspective, while the policy drivers for an emissions reduction agreement are not entirely altruistic, they have no need to be. This is an industry that has enjoyed trade “exceptionalism,” and has been comfortable with it, since the signing of the Chicago Convention nearly seventy years ago. And indus- try stakeholders acknowledge that a sectoralized agreement can ensure the economic sustainability of international aviation, even though the participat- ing states must also seek an optimal level for emissions reduction.20 For governments, there is manifest political advantage to supporting a sectoral response by what is arguably the world’s most visible services industry. Through whichever lens it is scrutinized by public opinion, aviation has huge symbolic purchase. Emissions reductions pursued by one of the great en- ablers of globalization would have powerful demonstration effects for other industries, as well as for states.21 But we are mindful also of Realpolitik. We do not expect to reach a global “big bang” solution22 in the fraught arena of carbon emissions policy 20 See IATA, supra note 16, at 6. It might be contended that one of the virtues of a multisectoral agreement is that objective benchmarks could be set without paying heed to special interest squabbling. But it is also true that international aviation, an industry almost uniquely susceptible to exogenous shocks, remains more economically fragile than more geo- graphically “fixed” industries (coal power generation, for example). It is also true that a “one size fits all” approach in an industry like aviation — which has significant collateral effects on most national economies and the functioning of the world trade system — could also inflict undue harm on other significant sectors (intermodal travel and tourism, for example). See generally OXFORD ECON., AVIATION: THE REAL WORLD WIDE WEB (2009) (discussing the singular role of aviation in the global economy).
Instead. (b) The Loan Parties shall, jointly and severally, indemnify the Credit Parties and each of their Subsidiaries and Affiliates, and each of their respective stockholders, directors, officers, employees, agents, attorneys, and advisors of any of the foregoing Persons (each such Person being called an “Indemnitee”) against, and hold each Indemnitee harmless from, any and all damages, actual out-of-pocket losses, claims, actions, causes of action, settlement payments, obligations, liabilities and related expenses, including the reasonable fees, charges and disbursements of any counsel for any Indemnitee, incurred, suffered, sustained or required to be paid by, or asserted against, any Indemnitee arising out of, in any way connected with, or as a result of (i) the execution or delivery of any Loan Document or any other agreement or instrument contemplated hereby, the performance by the parties to the Loan Documents of their respective obligations thereunder or the consummation of the transactions contemplated by the Loan Documents or any other transactions contemplated hereby, (ii) the Loan or the use of the proceeds therefrom, (iii) any actual or alleged presence or release of Hazardous Materials on or from any property currently or formerly owned or operated by any Loan Party or any Subsidiary, or any Environmental Liability related in any way to any Loan Party or any Subsidiary, (iv) any actual or prospective claim, litigation, investigation or proceeding relating to or arising from any of the foregoing, whether based on contract, tort or any other theory and regardless of whether any Indemnitee is a party thereto or (v) any documentary taxes, assessments or similar charges made by any Governmental Authority by reason of the execution and delivery of this Agreement or any other Loan Document; provided, however, that such indemnity shall not, as to any Indemnitee, be available to the extent that such losses, claims, damages, liabilities or related expenses (x) are determined by a court of competent jurisdiction by final and nonappealable judgment to have resulted from the gross negligence, bad faith or willful misconduct of such Indemnitee or any Affiliate of such Indemnitee (or any officer, director, employee, advisor or agent of such Indemnitee or any such Indemnitee’s Affiliates), or
Instead the Court reasoned that, because the guidelines expressly referred to air fares, “one cannot avoid the conclusion that . . . the guidelines ‘relate toairline rates. ” Alter-
Instead the Accreted Value of each Note will increase (representing amortization of original issue discount) between the date of original issuance and April 15, 2009 at a rate of 14 3/4% calculated on a semi-annual bond equivalent basis using a 360-day year comprised of twelve 30-day months (as more fully set forth in the Indenture), such that the Accreted Value on April 15, 2009 will be equal to the full principal amount at maturity of the Notes. Beginning on the Full Accretion Date, cash interest on the Notes will accrue at the rate of 14 3/4% per annum and will be payable semi-annually in arrears on April 15 and October 15 of each year, or if any such day is not a Business Day, on the next succeeding Business Day (each, an "Interest Payment Date"). Interest on the Notes will accrue from the most recent date to which interest has been paid or, if no interest has been paid, from April 15, 2009; provided that if there is no existing Default in the payment of interest, and if this Note is authenticated between a record date referred to on the face hereof and the next succeeding Interest Payment Date, interest shall accrue from such next succeeding Interest Payment Date; provided, further, that the first Interest Payment Date shall be October 15, 2009. The Company will pay interest (including post-petition interest in any proceeding under any Bankruptcy Law) on overdue principal and premium, if any, from time to time on demand at a rate that is 1% per annum in excess of the rate then in effect to the extent lawful; it will pay interest (including post-petition interest in any proceeding under any Bankruptcy Law) on overdue installments of interest and Additional Interest, if any, (without regard to any applicable grace periods) from time to time on demand at the same rate to the extent lawful. Interest will be computed on the basis of a 360-day year of twelve 30-day months.

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Lump Sum Payment NewMil Bancorp shall make a lump sum payment to the Executive in an amount in cash equal to one times the Executive’s annual compensation. For purposes of this Agreement, annual compensation means (a) the Executive’s annual base salary on the date of the Change in Control or the Executive’s termination of employment, whichever amount is greater, plus (b) any bonuses or incentive compensation earned for the calendar year immediately before the year in which the Change in Control occurred or immediately before the year in which termination of employment occurred, whichever amount is greater, regardless of when the bonus or incentive compensation is or was paid. NewMil Bancorp recognizes that the bonus and incentive compensation earned by the Executive for a particular year’s service might be paid in the year after the calendar year in which the bonus or incentive compensation is earned. The amount payable to the Executive hereunder shall not be reduced to account for the time value of money or discounted to present value. The payment required under this Section 2(a)(1) is payable no later than 5 business days after the date the Executive’s employment terminates. If the Executive terminates employment for Good Reason, the date of termination shall be the date specified by the Executive in his notice of termination.
Lump Sum The Change Order cost is determined by mutual agreement as a lump sum amount changing the Contract Sum allowed for completion of the Work. The Change Order shall be substantiated by documentation itemizing the estimated quantities and costs of all labor, materials and equipment required as well as any mark-up used. The price change shall include the cost percent allowed for the Contractor's overhead and profit and, if eligible, Time Dependent Overhead Costs.
Success Fee A Success Fee of 1.25% shall be paid based on the aggregate Purchase Price of Common Stock sold in the Subscription Offering excluding shares purchased by the Company’s officers, directors, or employees (or members of their immediate family) plus any ESOP, tax-qualified or stock based compensation plans (except IRA’s) or similar plan created by the Company for some or all of their directors or employees, or any charitable foundation established by the Company (or any shares contributed to such a foundation). In addition, a Success Fee of 2.5 % shall be paid on the aggregate Purchase Price of Common Stock sold in the Direct Community Offering. In no event shall the Success Fees paid for the sale of Common Stock in the Subscription and Direct Community Offering be less than $275,000. The Management Fee described in 4(a) will be credited against the first Success Fee paid pursuant to this paragraph.
Death After Separation from Service But Before Benefit Distributions Commence If the Executive is entitled to benefit distributions under this Agreement, but dies prior to the commencement of said benefit distributions, the Bank shall distribute to the Beneficiary the same benefits that the Executive was entitled to prior to death except that the benefit distributions shall commence within thirty (30) days following receipt by the Bank of the Executive’s death certificate.
Lump Sum Payments If, during the Employment Period, the Company terminates the Executive's employment other than for Cause, or the Executive terminates employment for Good Reason, the Company shall pay to the Executive the following amounts:
PRE-PAYMENT The Tenant shall: (check one) ☐ - Pre-Pay Rent in the amount of $[PRE-PAY RENT AMOUNT] for the term starting on [START DATE] and ending on [END DATE]. The Pre-Payment of Rent shall be due upon the execution of this Agreement. ☐ - Not be required to Pre-Pay Rent.
Consideration Period You have 21 days from the date this Separation Agreement is given to you to consider this Separation Agreement before signing it. You may use as much or as little of this 21-day period as you wish before signing. If you do not sign and return this Separation Agreement within this 21-day period, you will not be eligible to receive the benefits described in this Separation Agreement.
Optional element Which of the parties will be the beneficiary of this limitation of liability? Clause 11.7
Dividend Disbursing Services 4.1 Upon receipt of a written notice from the President, any Vice President, Assistant Secretary, Treasurer or Assistant Treasurer of a Customer declaring the payment of a dividend, Transfer Agent shall disburse such dividend payments provided that on or before the mail date for such payment, Customers furnishes Transfer Agent with sufficient funds. The payment of such funds to Transfer Agent for the purpose of being available for the payment of dividend checks from time to time is not intended by Customers to confer any rights in such funds on Customer shareholders whether in trust or in contract or otherwise.
Reimbursement Option Provided that the Recipient satisfies the terms and conditions of this Agreement, the Recipient may elect to receive Fund proceeds for land acquisition directly from the OPWC after Closing. After Closing, which Closing shall not occur until the Recipient's submission of the Request to Proceed and the Recipient's receipt of the Notice to Proceed, the Recipient may submit a Disbursement Request to the OPWC for reimbursement of acquisition and other eligible costs. The Recipient shall attach to the Disbursement Request a copy of: (i) the executed and recorded deed, or such other instrument conveying the interest approved by the Director, with respect to the Land acquired by the Recipient, (ii) a copy of the recorded Deed Restrictions, (iii) a copy of the executed settlement statement, (iv) certification, or other documentation acceptable to the Director from the Title Agent that the Recipient has marketable title in and to the Land, and (v) such other documentation required by the OPWC. After receipt of such documentation, and subject to Recipient's compliance with the terms and conditions of this Agreement, the OPWC shall disburse Funds payable under this Agreement.