Prior Discussions. This Agreement supersedes all prior discussions, agreements, writings and representations between Seller and Purchaser with respect to the Property, the transaction contemplated herein and all other matters.
Prior Discussions. There was no agreement, understanding, arrangement, or substantial negotiations concerning the Merger at the time of the consummation of the Spin-Off or within six months thereafter.
Prior Discussions. Amendments in Writing; Counterparts; Filing As Financing Statement 9.6 General Indemnification 9.7 Destruction of Documents; Jurisdiction 9.8 Notices 9.9 Application of Proceeds 9.10 Continuance of Defaults 9.11 Severability 9.12 Headings 9.13 Governing Law; Sealed Instrument 9.14 Force Majeure 9.15 Joint and Several 9.16 Interpretation of Agreement Master Disclosure Schedule -------------------------- Exhibit A Form of Note Exhibit B Form of Security Agreement Schedule 4.1.3 Compliance Certificate
Prior Discussions. Except for emergencies involving the public health, welfare and safety, the Employer agrees that contracting work which will result in a reduction of the bargaining unit by termination or layoff or a permanent reduction of their work week, will be discussed with the Union prior to the letting of the contracts. At the meeting, the Union shall be afforded the opportunity to convince the Employer that it would be more cost effective to the Employer for such work to be performed by the existing employees.
Prior Discussions. This Contract supersedes and cancels all prior discussions, Contracts and understandings with respect to the subject matter hereof between the parties, written, oral or implied.
Prior Discussions. Amendments in Writing; Counterparts; Filing As Financing Statement 30 9.6 General Indemnification 31 9.7 Destruction of Documents; Jurisdiction 31 9.8 Notices 31 9.9 Application of Proceeds 32 9.10 Continuance of Defaults 32 9.11 Severability 32 9.12 Headings 32 9.13 Governing Law; Sealed Instrument 32 9.14 Force Majeure 33 9.15 Interpretation of Agreement 33 Master Exhibit COMMERCIAL LOAN AGREEMENT This Commercial Loan Agreement (this "Agreement") is dated as of March 28, 1997, and is by and among BOSTON BIOMEDICA, INC. ("BBI"), BTRL CONTRACTS AND SERVICES, INC. ("BTRL"), BBI CLINICAL LABORATORIES, INC. ("BBICL"), formerly known as BBI-NORTH AMERICAN CLINICAL LABORATORIES, INC. and BBI-SOURCE SCIENTIFIC, INC. ("BSS"), each of which is a Massachusetts corporation validly created, legally existing and in good standing under the laws of the Commonwealth of Massachusetts and each of which has its "Notice Address" at 000 Xxxx Xxxxxx, Xxxx Xxxxxxxxxxx, Xxxxxxxxxxxxx 00000 (BBI, BTRL, BBICL and BSS, together with their respective successors and assigns, are collectively referred to herein as the "Borrower") and THE FIRST NATIONAL BANK OF BOSTON, a national banking association having an office and "Notice Address" at Bank of Xxxxxx-Xxxxxxxxx Xxxxx, X.X. Xxx 00000, 000 Xxxxx Xxxxxx, Xxxxxxxxx, Xxxxxxxxxxxxx 00000-0000 (together with its successors and assigns, the "Lender").
Prior Discussions. This Agreement supersedes any written or oral communications between CIRCOR or Employer and you with respect to transaction or retention bonuses. If you have any questions about the matters covered in this Agreement, please call Xxxxxx Xxxxxxxxxx, Chief Human Resources Officer of CIRCOR at (000) 000-0000. Very truly yours, /s/ Xxxxx X. Xxxxxxxx Xxxxx X. Xxxxxxxx President and Chief Executive Officer Intending to be legally bound, I have signed this Agreement as of the date set forth below. /s/ Xxxx Xxxxxx November 18, 2019 Xxxx Xxxxxx Exhibit A – Metrics Governing Payout of Transaction Bonus 50% of the bonus payout to be based on achievement of the following quantitative targets: • AOI • Cash • Net Sales • Targets to be set based on Q4 2019 Forecast and quarterly budgets for 2020 50% of the bonus payout to be based on achieving qualitative targets tied to supporting the Sale of the Business and completing the Sale of the Business Final achievement/payout to be based on CEO assessment. Payout capped at 100% of target.
