President and Treasurer. 5.8. The Acquiring Funds will use all reasonable efforts to obtain the approvals and authorizations required by the 1933 Act, the 1940 Act and such of the state securities or Blue Sky laws as they may deem appropriate in order to continue its operations after the Closing Date.
President and Treasurer. Xxxxx X. Xxx-- Vice President and Secretary Addendum regarding post-Merger Disposition of Fullcomm assets This addendum is made a part of the Merger Agreement and Plan of Merger dated the date hereof among Contessa Corporation and Fullcomm Acquisition Corp. and Fullcomm, Inc., the Shareholders of Fullcomm, Inc. and the Principal Stockholders of Contessa Corporation, as if set forth in full therein. The parties hereto agree that if the minimum amount of $1,000,000 in gross proceeds is not received under the Grace Private Placement on or prior to the date 30 days following the effectiveness of the Merger of Fullcomm and Acquisition (or if such 30th day is not a business day upon the next succeeding business day), then the parties hereto agree to take all necessary actions to "unwind" the Merger so that the parties are restored to their ownership status as in effect prior to the Merger. Such unwind may take the form of (i) an asset disposition, (ii) a share for share exchange by which the former Fullcomm shareholders receive back their share ownership in Fullcomm (or its successor by merger) in exchange for surrendering their post-Merger shares in Contessa, or (iii) such other transaction structure as may be advisable in order to effectuate the goal of restoring the parties to their pre-Merger statuses. The parties agree to work with all reasonable diligence to effectuate such unwinding and the costs of such effectuation shall be equally borne by Contessa and the entity into which the Former Fullcomm pre-Merger assets are vested. In order to effectuate the foregoing, Contessa is hereby expressly authorized to delay issuance and delivery of the post-Merger shares to former Fullcomm shareholders pending the possible application of the 30-day unwind contingency provided for above, and in addition, should such unwind contingency be operative, Contessa's obligation to issue Merger shares to the former shareholders of Fullcomm is hereby deemed to be null and void.
President and Treasurer. The organization has outlined the roles and responsibilities of a hosting institution (Host) and the organization (ETC) in more detail below. These responsibilities may be subject to change based on the needs and requirements of the host institution. Joint Responsibilities • Work together to develop conference budget. Budget should include all known costs to determine needed income from registrations and sponsorships to cover the costs of the event. ETC will be responsible for maintaining the budget agreed upon by both parties. The host institution may claim approved expenses, per predetermined budget, for reimbursement through ETC. • Host provide local entertainment options for conference outing and make recommendations to Program Committee. ETC Executive Office will make arrangements for outing including entertainment, negotiate, sign contracts, and payments as applicable. • Host, Conference Technical Liaison, and Program Committee will work together to determine AV requirements for conference. ETC Executive Office will negotiate with Hotel, AV Rental Company, and Corporate Members to obtain the required AV equipment for the conference. • ETC is responsible for site details, local arrangements, special services and space for headquarters, duplication or printing, and special transportation, Host will assist as necessary. Host Responsibilities One Year Out • Select chairperson from Host(s) with whom ETC will communicate. • Develop conference theme for conference to be approved by ETC and work with Executive Office, Director of Creative Services on logo design concept. • Create video presentation for ETC Annual Conference prior to the host year conference. Video will also be posted on the ETC home page at least 6 months before the scheduled event. Approximately 4 months out • Recommend conference keynote speaker to the Conference Program Committee utilizing local speakers, when possible.
President and Treasurer. APPENDIX A Pursuant to Section 1.6 of the Subadvisory Agreement among Fidelity Commonwealth Trust II (the “Trust”), on behalf of Fidelity Large Cap Core Enhanced Index Fund (the “Portfolio”), Fidelity Management & Research Company (“Manager”) and Geode Capital Management, LLC (“Sub-adviser”), Sub-adviser shall be compensated for the services it performs on behalf of the Portfolio as follows:
President and Treasurer. 16. You shall advise by facsimile transmission or telephone, and promptly thereafter confirm in writing to the Vice President and Treasurer of the Company and such other person or persons as it may request, daily (and more frequently during the week immediately preceding the Expiration Date and if otherwise requested) up to and including the Expiration Date, as to the number of Old Securities which have been tendered pursuant to the Exchange Offer and the items received by you pursuant to this Agreement, separately reporting and giving cumulative totals as to items properly received and items improperly received. In addition, you will also inform, and cooperate in making available to, the Company or any such other person or persons upon oral request made from time to time prior to the Expiration Date of such other information as it or he or she reasonably requests. Such cooperation shall include, without limitation, the granting by you to the Company and such person as the Company may request of access to those persons on your staff who are responsible for receiving tenders, in order to
President and Treasurer. 5.3. The Acquiring Fund will use all reasonable efforts to obtain the approvals and authorizations required by the 1933 Act, the 1940 Act and such of the state securities or blue sky laws as it may deem appropriate in order to continue its operations after the Closing Date. 5.4. Each Acquired Fund agrees that the liquidation of such Acquired Fund will be effected in the manner provided in the Acquired Fund's Declaration of Trust and Bylaws in accordance with applicable law, and that on and after the Closing Date, the Acquired Fund shall not conduct any business except in connection with its liquidation. 6.
President and Treasurer. (If for any reason a president, treasurer and/or advisor changes, it is the responsibility of each organization to update the organization’s officer roster within one (1) week of the change. Pertinent documents must be resubmitted to the Office of Student Life)
President and Treasurer. The Consumer Product Safety Commission Xxxxx Xxxxxxxxxx, Associate Executive Director, Office of Compliance. Xxxx X. Xxxxx, Director, Division of Administrative Litigation, Office of Compliance. Dated: May 22, 1997. Xxxxxx X. Xxxxxx, Trial Attorney, Division of Administrative Litigation, Office of Compliance.
