WILLIAMS Clause Samples
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WILLIAMS. Name: Michael R. Williams Title: Sen▇▇▇ ▇▇▇▇ ▇▇▇▇▇▇▇▇▇ and Treasurer U.S. BANK, N.A., as Warrant Agent By: /s/ FRANK P. LESLIE ------------------------------- Name: Frank P. Leslie Title: Vice Pr▇▇▇▇▇▇▇ EXHIBIT A [Form of Warrant Certificate] 135,000 Warrants No. 1 CUSIP No. Warrant Certificate ORBITAL SCIENCES CORPORATION This Warrant Certificate certifies that Cede & Co., or its registered assigns, is the registered holder of Warrants, expiring August 15, 2006 (the "WARRANTS"), to purchase common stock, par value $.01 per share (the "COMMON STOCK"), of Orbital Sciences Corporation, a Delaware corporation (the "COMPANY"). Each Warrant initially entitles the registered holder upon exercise at any time from 9:00 a.m., New York City time, on the date immediately following the Mandatory Separation Date (as defined in the Warrant Agreement) (the "EXERCISE DATE") until 5:00 p.m., New York City time, on August 15, 2006, the Expiration Date, to receive from the Company 122.23 fully paid and nonassessable shares of Common Stock (the "WARRANT SHARES") at the initial exercise price (the "EXERCISE PRICE") of $3.86 per share payable upon surrender of this Warrant Certificate and payment of the Exercise Price at the office or agency of the Warrant Agent, subject to the conditions set forth herein and in the Warrant Agreement referred to on the reverse hereof. The Exercise Price and number of Warrant Shares issuable upon exercise of the Warrants are subject to adjustment upon the occurrence of certain events set forth in the Warrant Agreement. No Warrant may be exercised after 5:00 p.m., New York City time, on the Expiration Date, and to the extent not exercised by such time Warrants shall become void. Reference is hereby made to the further provisions of this Warrant Certificate set forth on the reverse hereof and such further provisions shall for all purposes have the same effect as though fully set forth at this place. This Warrant Certificate shall not be valid unless countersigned by the Warrant Agent, as such term is used in the Warrant Agreement. This Warrant Certificate shall be governed by and construed in accordance with the laws of the State of New York applicable to contracts made and to be performed in New York, including, without limitation Sections 5-1401 and 5- 1402 of the New York General Obligations Law and Rule 327(b) of the New York Civil Practices Laws and Rules.
WILLIAMS. The failure by a party to exercise any right hereund▇▇ ▇▇▇▇▇ ▇▇▇ operate as a waiver of such party's right to exercise such right or any other right in the future. Mr. Williams may not assign any of his rights or delegate any of h▇▇ ▇▇▇▇▇▇ ▇▇der this Agreement, but this Agreement shall be binding upon and inure to the benefit of Mr. Williams' successors, heirs, assigns, administrators, executor▇ ▇▇▇ ▇▇▇▇▇▇entatives. This Agreement may be assigned to, and shall be binding upon and inure to the benefit of, the successors and assigns of the Company. Each party hereto shall pay his or its own attorney's fees in connection with the drafting and negotiation of this Agreement.
WILLIAMS. Employment Agreement dated ▇▇ ▇▇ Janua▇▇ ▇▇, ▇▇▇▇ ▇▇▇▇▇▇▇ Kendle and Yolanda F.
WILLIAMS. HELEN C. WILLIAMS ▇▇ ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇, ▇▇▇ By: ------------------------------------------- Name: Timothy S. Durham ▇▇▇▇▇: Managing Member ---------------------------------------------- JUDY B. LAIKIN ---------------------------------------------- JAMES P. JIMIRRO ▇▇ COMMUNICATIONS By: ------------------------------------------- Name: James P. Jimirro ▇▇▇▇▇: President SCHEDULE A SCHEDULE OF EXCLUDED MATTERS FROM SECTIONS 2(g)
WILLIAMS. My Commission expires: Notary Public
WILLIAMS. Any Grantor who signs this Agreement, bu▇ ▇▇▇▇ ▇▇▇ ▇▇▇▇ ▇▇▇ Note, is signing this Agreement only to grant a security interest in Grantor's Interest in the Collateral
WILLIAMS. Sonoma represents that the Agreement: (i) is entered into freely and voluntarily, without any degree of duress or compulsion whatsoever; (ii) has been duly authorized; and (iii) constitutes the valid and binding obligation of ▇▇▇▇▇▇▇▇-Sonoma, and each of its successors and/or assigns, enforceable against ▇▇▇▇▇▇▇▇-Sonoma in accordance with the Agreement’s terms. The individuals signing the Agreement on behalf of Williams-Sonoma represent and warrant that they are duly authorized by ▇▇▇▇▇▇▇▇-Sonoma to execute the Agreement.
WILLIAMS. ▇▇▇▇▇▇ ▇. Williams Date
WILLIAMS. Russell, the Corporations and the Parent shall each execute and deliver the stockholders agreement in the form of Exhibit G annexed hereto and made a part hereof (the “Stockholders Agreement”);
WILLIAMS. Term: Term of ▇▇▇▇▇▇▇▇▇'▇ ▇▇▇▇▇▇▇ent shall be for an initial term of two years commencing on the Effective Date, provided that beginning on the first anniversary of the Effective Date, the Term of Executive's employment will be for a continually renewing (on a daily basis) term of one year without any further action by Executive or the Company. Position: Vice President - Marketing and Sales Location: Houston, Texas Geographic Region of Responsibility: During Executive's employment with the Company, within 75 miles of any plant or other operating facility in which the Company is then engaged in business. Upon termination of Executive's employment with the Company, within 75 miles of any plant or other operating facility in which the Company was engaged in business on the date immediately prior to Executive's termination.