New Services Agreement Sample Clauses

New Services Agreement. At the Closing, Purchaser, Xxxxx, the Company and CAI shall enter into an agreement (the “CAI Services Agreement”) under which CAI shall continue to perform all or some of the research and development activities that are conducted by CAI under the NIAID Contract as of the date hereof, and certain other research and development activities for the Company. Portions of this Exhibit, indicated by the xxxx “[***],” were omitted and have been filed separately with the Securities and Exchange Commission pursuant to the Registrant’s application requesting confidential treatment pursuant to Rule 406 of the Securities Act of 1933, as amended.
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New Services Agreement. As a condition to the execution of this Agreement and the payment of the Settlement Amount, LiveDeal and OSM shall have entered into a Services Agreement in the form attached as Exhibit B hereto, pursuant to which OSM agrees to provide inbound and outbound telesales support for LiveDeal’s “Legacy” business and assist with LiveDeal’s direct sales efforts in exchange for the payments set forth therein (“New Services Agreement”).
Sample 1
New Services Agreement. In respect of the provision of the Agreed Supplies and Services by China Shipping to the Group, as the applicable percentage ratios are expected to be more than 5% on an annual basis, such transactions constitute continuing connected transactions of the Company which are subject to the reporting, annual review, announcement and Independent Shareholders’ approval requirements under Chapter 14A of the Listing Rules. A circular containing, among other things, (i) further details of the New Financial Services Framework Agreement and the New Services Agreement; (ii) the recommendation from the Independent Board Committee to the Independent Shareholders; (iii) the letter of advice from the Independent Financial Adviser containing its advice to the Independent Board Committee and the Independent Shareholders; and (iv) the notice of the EGM, is expected to be despatched on or before 22 October 2015. The Company will make further announcements should there be any delay in despatch of the circular. China Shipping and its associates will abstain from voting at the EGM in relation to the New Financial Services Framework Agreement and the New Services Agreement.
Sample 1
New Services Agreement. In respect of the provision of the Agreed Supplies and Services by China Shipping to the Group, as the applicable percentage ratios are expected to be more than 5% on an annual basis, such transactions constitute continuing connected transactions of the Company which are subject to the reporting, annual review, announcement and Independent Shareholders’ approval requirements under Chapter 14A of the Listing Rules. China Shipping, the controlling shareholder of the Company, and its associates, will abstain from voting at the EGM in relation to the New Financial Services Framework Agreement and the New Services Agreement. The Independent Board Committee has been appointed to advise the Independent Shareholders, and the Independent Financial Adviser has been appointed to advise the Independent Board Committee and the Independent Shareholders, as to whether the terms of the above transactions under the New Financial Services Framework Agreement and the New Services Agreement are fair and reasonable and whether such transactions are in the interests of the Company and its Shareholders as a whole and in respect of the annual caps under both of the agreements. A circular containing, among other things, (i) further details of the New Financial Services Framework Agreement and the New Services Agreement; (ii) the recommendation from the Independent Board Committee to the Independent Shareholders; (iii) the letter of advice from the Independent Financial Adviser containing its advice to the Independent Board Committee and the Independent Shareholders; and (iv) the notice of the EGM, is expected to be despatched on or before 22 October 2015. The Company will make further announcements should there be any delay in despatch of the circular.
Sample 1
New Services Agreement. Xx. Xxxxx will continue as Chairman of the Company’s Board of Directors.(7) Xx. Xxxxx will receive an annual base salary of $2 million per year,(8) plus reasonable and documented expenses incurred solely in connection with Xx. Xxxxx’x service as Chairman of the Company’s new Board of Directors, payable on a monthly basis; provided that such expenses shall be no greater than those that would be incurred in arm’s length transactions, and provided further, that (i) with respect to administrative and overhead expenses, such expenses shall be subject to a budget requiring the reasonable prior review and approval of the compensation committee of the Company’s new Board of Directors, and (ii) with respect to travel and entertainment expenses, such expenses shall be subject to no such prior review or approval, subject to provisions to be further agreed upon in the new Services Agreement. Xx. Xxxxx will not be entitled to receive incentive-based compensation if the Company’s annual EBITDA exceeds a certain threshold, but he may receive an annual bonus at the discretion of the Company’s compensation committee. Other than such discretionary bonus and the annual base salary described above, Xx. Xxxxx will not receive any additional fixed compensation or incentive fees. The term of the new Services Agreement will be consistent with the term of Xx. Xxxxx’x existing executive agreement with the Company (i.e., three-year rolling agreement).
Sample 1
New Services Agreement. Nexell and Xxxxxx hereby agree to continue ---------------------- to negotiate in good faith between the US Asset Transfer Closing Date and the ROW Asset Transfer Closing Date a services agreement relating to Nexell's European operations on terms and conditions mutually satisfactory to each of Nexell and Xxxxxx in their sole discretion.
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New Services Agreement. The Buyer and AFN Services shall have entered into an agreement pursuant to which the Buyer assumes the management services due the Company under the Existing Services Agreement and pursuant to which AFN Services will pay the Buyer for providing such services.
Sample 1
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New Services Agreement. The Parties have executed the New Services Agreement. On the Termination Date, the Existing Services Agreement will, without any notice or other action by the Parties, terminate, and the New Services Agreement will take effect.
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Related to New Services Agreement

  • Services Agreement “Services Agreement” shall mean any present or future agreements, either written or oral, between Covered Entity and Business Associate under which Business Associate provides services to Covered Entity which involve the use or disclosure of Protected Health Information. The Services Agreement is amended by and incorporates the terms of this BA Agreement.

  • Transitional Services Agreement Buyer shall have executed and delivered to Seller, for execution by Seller, the Transitional Services Agreement.

  • Master Services Agreement This Agreement is a master agreement governing the relationship between the Parties solely with regard to State Street’s provision of Services to each BTC Recipient under the applicable Service Modules.

  • Transition Services Agreement Seller shall have executed and delivered the Transition Services Agreement.

  • Management Services Agreement The term "Management Services ----------------------------- Agreement" shall mean this Management Services Agreement by and between Practice and Business Manager and any amendments hereto.

  • Administrative Services Agreement The Administrative Services Agreement has been duly authorized, executed and delivered by the Company and is a valid and binding agreement of the Company, enforceable against the Company in accordance with its terms except as the enforceability thereof may be limited by bankruptcy, insolvency, or similar laws affecting creditors’ rights generally from time to time in effect and by equitable principles of general applicability.

  • Service Agreement Refers to the Contract, Purchase Order or Terms of Service or Terms of Use. Student Data: Student Data includes any data, whether gathered by Provider or provided by LEA or its users, students, or students’ parents/guardians, that is descriptive of the student including, but not limited to, information in the student’s educational record or email, first and last name, birthdate, home or other physical address, telephone number, email address, or other information allowing physical or online contact, discipline records, videos, test results, special education data, juvenile dependency records, grades, evaluations, criminal records, medical records, health records, social security numbers, biometric information, disabilities, socioeconomic information, individual purchasing behavior or preferences, food purchases, political affiliations, religious information, text messages, documents, student identifiers, search activity, photos, voice recordings, geolocation information, parents’ names, or any other information or identification number that would provide information about a specific student. Student Data includes Meta Data. Student Data further includes “Personally Identifiable Information (PII),” as defined in 34 C.F.R. § 99.3 and as defined under any applicable state law. Student Data shall constitute Education Records for the purposes of this DPA, and for the purposes of federal, state, and local laws and regulations. Student Data as specified in Exhibit “B” is confirmed to be collected or processed by the Provider pursuant to the Services. Student Data shall not constitute that information that has been anonymized or De-Identified, or anonymous usage data regarding a student’s use of Provider’s services.

  • Client Agreement 2.1. The Company may unilaterally change any terms of this Client Agreement for any of the following reasons:

  • Transition Agreement At Closing, Buyer and Seller shall execute the applicable Transition Agreements.

  • Interconnection Agreement On or before December 31, 2015, Wholesale Market Participant must enter into an Interconnection Agreement with the Transmission Owner in order to effectuate the WMPA. Wholesale Market Participant shall demonstrate the occurrence of each of the foregoing milestones to Transmission Provider’s reasonable satisfaction. Transmission Provider may reasonably extend any such milestone dates, in the event of delays that Wholesale Market Participant (i) did not cause and (ii) could not have remedied through the exercise of due diligence. If (i) the Wholesale Market Participant suspends work pursuant to a suspension provision contained in an interconnection and/or construction agreement with the Transmission Owner or (ii) the Transmission Owner extends the date by which Wholesale Market Participant must enter into an interconnection agreement relative to this WMPA, and (iii) the Wholesale Market Participant has not made a wholesale sale under this WMPA, the Wholesale Market Participant may suspend this WMPA by notifying the Transmission Provider and the Transmission Owner in writing that it wishes to suspend this WMPA, with the condition that, notwithstanding such suspension, the Transmission System shall be left in a safe and reliable condition in accordance with Good Utility Practice and Transmission Provider’s safety and reliability criteria. Wholesale Market Participant’s notice of suspension shall include an estimated duration of the suspension period and other information related to the suspension. Pursuant to this section 3.1, Wholesale Market Participant may request one or more suspensions of work under this WMPA for a cumulative period of up to a maximum of three years. If, however, the suspension will result in a Material Modification as defined in Part I, Section 1.18A.02 of the Tariff, then such suspension period shall be no greater than one (1) year. If the Wholesale Market Participant suspends this WMPA pursuant to this Section 3.1 and has not provided written notice that it will exit such suspension on or before the expiration of the suspension period described herein, this WMPA shall be deemed terminated as of the end of such suspension period. The suspension time shall begin on the date the suspension is requested or on the date of the Wholesale Market Participant’s written notice of suspension to Transmission Provider, if no effective date was specified. All milestone dates stated in this Section 3.1 shall be deemed to be extended coextensively with any suspension period permitted pursuant to this provision.

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