Pegasus Sample Clauses

Pegasus. Pegasus shall mean Pegasus Systems, Inc. and, to the extent the Services provided pursuant to this Agreement are provided by any subsidiary of Pegasus, its subsidiary companies The Hotel Industry Switch Company, The Hotel Clearing Corporation and TravelWeb, Inc.
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Pegasus. Except as set forth on the Disclosure Schedule, neither KFx nor any of its Affiliates has incurred any Liability or Damages, nor made, entered into, incurred or created any Encumbrance, Contract, Liability, or other commitment, nor obtained or applied for any Governmental Authorization, or is subject to any Order, in the name of, as agent for, or otherwise on behalf of, Pegasus or for which Pegasus or Kennecott may be liable or its properties may be bound.
Pegasus. Towers Xxxxxx Reinsurance is hereby recognized as the Intermediary negotiating this Agreement for all business hereunder. All communications (including but not limited to notices, statements, Premium, return premium, commissions, Taxes, losses, Loss Adjustment Expense, salvages and loss settlements) relating thereto shall be transmitted to the Company or the Reinsurer through Pegasus-Towers Xxxxxx Reinsurance, 000 Xxxxxx Xxxxxx Xxxxx, Xxxxxxxx, XX 00000. Payments by the Company to the Intermediary shall be deemed to constitute payment to the Reinsurer. Payments by the Reinsurer to the Intermediary shall be deemed to constitute payment to the Company only to the extent that such payments are actually received by the Company.
Pegasus. Pegasus is a corporation duly organized, -------- validly existing and in good standing under the laws of South Dakota and has all requisite corporate power and authority to carry on its business as currently conducted and to own, lease, use and operate its assets. Pegasus is duly qualified or licensed to do business and is in good standing under the laws of each jurisdiction in which the character of the properties owned, leased used or operated by it or the nature of the activities conducted by it makes such qualification necessary, except any such jurisdiction where the failure to be so qualified or licensed and in good standing would not have a Material Adverse Effect on Pegasus or on the validity, binding effect or enforceability of this Agreement.
Pegasus. Each share of common stock, without par value, of Pegasus ("Pegasus Common Stock") issued and outstanding at the Effective Time shall, by virtue of the Merger and without any action on the part of the holders thereof, be converted into the right to receive (i) 3,000 shares of common stock, par value $0.01 per share, of MSGI ("MSGI Common Stock") for a total of 600,000 shares of MSGI Common Stock (the "Stock Consideration"), except that any shares of Pegasus Common Stock held in Pegasus' treasury or owned by Pegasus or Merging Subsidiary at the Effective Time shall be canceled without payment of any consideration thereof and (ii) $1,000 in cash for a total of $200,000 in cash (the "Cash Consideration"). Each Shareholder shall receive a portion of the Cash Consideration equal to the product (x multiplied by y) of (x) $200,000 divided by the total number of shares of Pegasus Common Stock outstanding, and (y) the number of shares of Pegasus Common Stock held by such Shareholder.

Related to Pegasus

  • Cloud Services If You would like to deploy Cloud Services, We grant You and Your Affiliates a non-exclusive, non-transferable, worldwide right to authorize individuals solely within Your and Your Affiliates’ organization (“Users”) to access or exchange data via the Cloud Services during the Term (as defined in Section 8 below), but only for Your own internal business purposes and subject to the terms and conditions of this Agreement and terms associated with the specific Cloud Services contained in the Order and applicable schedule(s). We are not responsible for web pages or servers that are not owned or controlled by Us, even if linked to (including via application programming interfaces) the Cloud Service. We do not endorse any sites on the Internet that are linked through the Cloud Service; such links are provided to You and your Users only as a convenience. In addition, certain third-party providers of ancillary software, hardware or services may require Your agreement to additional or different licence or other terms prior to Your or Your Users’ use of or access to such software, hardware or services. Cloud Services offerings may include a limited-use subscription to on- premise Software as described in the applicable schedule(s), and use of such Software must comply with all licence terms. Under no circumstances may the Cloud Services be used for any illegal or illicit purpose in any geography where the Cloud Services are used. You must: (i) protect the secrecy of Your authorized user IDs and passwords; (ii) notify Us immediately of any unauthorized use of any user ID or password or any other known or suspected breach of security; and (iii) report to Us immediately and use reasonable efforts to stop any copying or distribution of content not authorized by Us. You agree that anyone who inputs a valid user ID and password will be deemed an appropriate User unless and until You notify Us otherwise in writing. Any individual User who has violated this Section may have its account suspended.

  • Staffing Consultant will designate in writing to Authority its representative, and the manner in which it will provide staff support for the project, which must be approved by Authority. Consultant must notify Authority’s Contract Representative of any change in personnel assigned to perform work under this Contract, and the Authority’s Contract Representative has the right to reject the person or persons assigned to fill the position or positions. The Authority’s Contract Representative shall also have the right to require the removal of the Consultant’s previously assigned personnel, including Consultant’s representative, provided sufficient cause for such removal exists. The criteria for requesting removal of an individual will be based on, but not limited to, the following: technical incompetence, inability to meet the position’s qualifications, failure to perform, poor attendance, ethics violation, unsafe work habits, or damage to Authority or other property. Upon notice for removal, Consultant shall replace such personnel with personnel substantially equal in ability and qualifications for the positions and shall submit the proposed replacement personnel qualification and abilities to the Authority, in writing, for approval.

  • Sub-Advisory Services (a) The Advisers hereby appoint the Sub-Adviser to act as an investment adviser to the Fund for the periods and on the terms herein set forth. The Sub-Adviser accepts such appointment and agrees to render the services herein set forth, for the compensation herein provided.

  • Generelt A. Apple Inc. (“Apple”) giver hermed licenstager licens til at bruge Apples software samt tredjeparters software, dokumentation, grænseflader, indhold, skrifter og evt. data, som følger med denne licens, uanset om de forefindes som ROM (Read Only Memory) eller på andet medie (under et kaldet “Apple- software”) i henhold til betingelserne i denne licensaftale. Apple og/eller Apples licensgivere bevarer ejendomsretten til selve Apple-softwaren og forbeholder sig alle de rettigheder, som ikke udtrykkeligt er givet til licenstager.

  • Shareholder Internet Services The Transfer Agent shall provide internet access to the Fund’s shareholders through a designated web site (“Shareholder Internet Services”), which will be accessed by the Fund’s shareholders via a link on the Fund’s web site. The Shareholder Internet Services will be provided pursuant to established procedures and will allow shareholders to view their account information and perform certain on-line transaction request capabilities. The Shareholder Internet Services shall be provided at no additional charge, other than the transaction fees currently being charged for the different transactions as described on the Fee Schedule. The Transfer Agent reserves the right to charge a fee for this service in the future.

  • Millwright In the case of a job site located outside a millwright’s region of residence, the employer may assign a millwright holding a journeyman competency certificate or an apprentice competency certificate anywhere in Quebec, provided the millwright has worked 1,500 or more hours for the employer in the construction industry in Quebec or elsewhere in Canada during the first 24 months of the 26 months preceding the issuance or renewal of his competency certificate, as follows:

  • Shareholder Services Transfer Agent or its agent will investigate all inquiries from Shareholders of a Fund relating to Shareholder accounts and will respond to all communications from Shareholders and others relating to its duties hereunder and such other correspondence as may from time to time be mutually agreed upon between Transfer Agent and a Fund. Transfer Agent shall provide each Fund with reports concerning Shareholder inquires and the responses thereto by Transfer Agent, in such form and at such times as are agreed to by the Fund and Transfer Agent.

  • Cornerstone shall notify the LLC and confirm such advice in writing (i) when the filing of any post-effective amendment to the Registration Statement or supplement to the Prospectus is required, when the same is filed and, in the case of the Registration Statement and any post-effective amendment, when the same becomes effective, (ii) of any request by the Securities and Exchange Commission for any amendment of or supplement to the Registration Statement or the Prospectus or for additional information and (iii) of the entry of any stop order suspending the effectiveness of the Registration Statement or the initiation or threatening of any proceedings for that purpose, and, if such stop order shall be entered, Cornerstone shall use its best efforts promptly to obtain the lifting thereof.

  • Surgery Services This plan covers surgery services to treat a disease or injury when: • the operation is not experimental or investigational, or cosmetic in nature; • the operation is being performed at the appropriate place of service; and • the physician is licensed to perform the surgery. Preauthorization may be required for certain surgical services. Reconstructive Surgery for a Functional Deformity or Impairment This plan covers reconstructive surgery and procedures when the services are performed to relieve pain, or to correct or improve bodily function that is impaired as a result of: • a birth defect; • an accidental injury; • a disease; or • a previous covered surgical procedure. Functional indications for surgical correction do not include psychological, psychiatric or emotional reasons. This plan covers the procedures listed below to treat functional impairments. • abdominal wall surgery including panniculectomy (other than an abdominoplasty); • blepharoplasty and ptosis repair; • gastric bypass or gastric banding; • nasal reconstruction and septorhinoplasty; • orthognathic surgery including mandibular and maxillary osteotomy; • reduction mammoplasty; • removal of breast implants; • removal or treatment of proliferative vascular lesions and hemangiomas; • treatment of varicose veins; or • gynecomastia. Preauthorization may be required for these services.

  • Education services 1.1 Catholic education is intrinsic to the mission of the Church. It is one means by which the Church fulfils its role in assisting people to discover and embrace the fullness of life in Xxxxxx. Catholic schools offer a broad, comprehensive curriculum imbued with an authentic Catholic understanding of Xxxxxx and his teaching, as well as a lived appreciation of membership of the Catholic Church. Melbourne Archdiocese Catholic Schools Ltd (MACS) governs the operation of MACS schools and owns, governs and operates the School.

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