Common use of Nature and Extent of Services Clause in Contracts

Nature and Extent of Services. During the Services Period (as defined in Section 2, below), Adviser shall hold himself available to render advice and assistance, and shall render advice and assistance on financial and general corporate matters, including by assisting in the preparation of routine financial reports and advising on special projects, as may be requested from time to time by the Chief Executive Officer of AFC. Adviser shall be required to devote such time to the performance of the services under this Agreement as may be necessary and appropriate under the circumstances, provided that it is the understanding of the parties hereto that (i) the total amount of time expected to be dedicated by Adviser to the performance of such services shall be not less than 375 hours on an annualized basis (“Basic Commitment”) which the parties agree represents more than 20 percent of Adviser’s average level of service performed during the immediately preceding 36-month period, (ii) the expenditure of such time by Adviser may be at irregular intervals and on an ad hoc basis, depending on the Company’s needs and Adviser’s availability, (iii) under no circumstances shall Adviser be expected to dedicate more than thirty-five (35) hours in any business week to the rendering of such services, and (iv) the expenditure by Adviser in any calendar year of a number of hours significantly in excess of the Basic Commitment in rendering services hereunder (any such excess expenditure, an “Additional Commitment”) shall not be required unless AFC and Adviser shall mutually agree on the terms and conditions of such Additional Commitment, including the fees to be paid to Adviser therefor, subject to the provisions of Section 5(b).

Appears in 1 contract

Samples: Consulting Agreement (Arrow Financial Corp)

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Nature and Extent of Services. During the Services Period (as defined in Section 2, below), Adviser shall hold himself available to render advice and assistance, and shall render advice and assistance on financial credit, loan and general corporate other related matters, including by assisting in the preparation review of routine financial credit and loan reports and advising on special credit and loan projects, as may be requested from time to time-to-time by the Chief Executive Officer of AFC. Adviser shall be required to devote such time to the performance of the services under this Agreement as may be necessary and appropriate under the circumstances, provided that it is the understanding of the parties hereto that (i) the total amount of time expected to be dedicated by Adviser to the performance of such services shall be not less than 375 hours on an annualized basis (“Basic Commitment”) which the parties agree represents more than 20 percent of Adviser’s average level of service performed during the immediately preceding 36-month period, (ii) the expenditure of such time by Adviser may be at irregular intervals and on an ad hoc basis, depending on the Company’s needs and Adviser’s availability, (iii) under no circumstances shall Adviser be expected to dedicate more than thirty-five (35) hours in any business week to the rendering of such services, and (iv) the expenditure by Adviser in any calendar year of a number of hours significantly in excess of the Basic Commitment in rendering services hereunder (any such excess expenditure, an “Additional Commitment”) shall not be required unless AFC and Adviser shall mutually agree on the terms and conditions of such Additional Commitment, including the fees to be paid to Adviser therefortherefore, subject to the provisions of Section 5(b).

Appears in 1 contract

Samples: Consulting Agreement (Arrow Financial Corp)

Nature and Extent of Services. During the Services Period (as defined in Section 2, below), Adviser shall hold himself available to render advice and assistance, and shall render advice and assistance on financial and general corporate matters, including by assisting in the preparation of routine financial reports and advising on special projects, as may be requested from time to time by the Chief Executive Officer of AFC. Adviser shall be required to devote such time to the performance of the services under this Agreement as may be necessary and appropriate under the circumstances, provided that it is the understanding of the parties hereto that (i) the total amount of time expected to be dedicated by Adviser to the performance of such services shall be not less than 375 [360] hours on an annualized basis (“Basic Commitment”) which the parties agree represents more than 20 percent of Adviser’s average level of service performed during the immediately preceding 36-month period), (ii) the expenditure of such time by Adviser may be at irregular intervals and on an ad hoc basis, depending on the Company’s needs and Adviser’s availability, (iii) under no circumstances shall Adviser be expected to dedicate more than thirty-five (35) hours in any business week to the rendering of such services, and (iv) the expenditure by Adviser in any calendar year of a number of hours significantly in excess of the Basic Commitment in rendering services hereunder (any such excess expenditure, an “Additional Commitment”) shall not be required unless AFC and Adviser shall mutually agree on the terms and conditions of such Additional Commitment, including the fees to be paid to Adviser therefor, subject to the provisions of Section 5(b).

Appears in 1 contract

Samples: Consulting Agreement (Arrow Financial Corp)

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Nature and Extent of Services. During the Services Period (as defined in Section 2, below), Adviser shall hold himself available to render advice and assistance, and shall render advice and assistance on financial credit, loan and general corporate other related matters, including by assisting in the preparation review of routine financial credit and loan reports and advising on special credit and loan projects, as may be requested from time to time-to-time by the Chief Executive Officer of AFC. Adviser shall be required to devote such time to the performance of the services under this Agreement as may be necessary and appropriate under the circumstances, provided that it is the understanding of the parties hereto that (i) the total amount of time expected to be dedicated by Adviser to the performance of such services shall be not less than 375 360 hours on an annualized basis (“Basic Commitment”) which the parties agree represents more than 20 percent of Adviser’s average level of service performed during the immediately preceding 36-month period), (ii) the expenditure of such time by Adviser may be at irregular intervals and on an ad hoc basis, depending on the Company’s needs and Adviser’s availability, (iii) under no circumstances shall Adviser be expected to dedicate more than thirty-five (35) hours in any business week to the rendering of such services, and (iv) the expenditure by Adviser in any calendar year of a number of hours significantly in excess of the Basic Commitment in rendering services hereunder (any such excess expenditure, an “Additional Commitment”) shall not be required unless AFC and Adviser shall mutually agree on the terms and conditions of such Additional Commitment, including the fees to be paid to Adviser therefortherefore, subject to the provisions of Section 5(b).

Appears in 1 contract

Samples: Consulting Agreement (Arrow Financial Corp)

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