Class Title means the designation given under these rules to a class and to each position allocated to such class.
Project Title PROJECT LOCATION: PROJECT NO.: Agency Project Code Category Org. No. Activity Object No. Function Consultant Firm: Address: (City) (State) (Zip Code) Phone No. Fax No. Email: Type of Services: TABLE OF CONTENTS ARTICLE 1. GENERAL CONSULTANT 1 ARTICLE 2. PROJECT SCOPE 1 ARTICLE 3. BASIC SERVICES 2 ARTICLE 4. COMPENSATION 7 ARTICLE 5. PAYMENTS 8 ARTICLE 6. DISPUTE RESOLUTION 9 ARTICLE 7. CONSULTANTS RESPONSIBILITY 10 ARTICLE 8. OWNERS RESPONSIBILITY 12 ARTICLE 9. AUDIT AND INSPECTION OF RECORDS 13 ARTICLE 10. OWNERSHIP OF DOCUMENTS 13 ARTICLE 11. EQUAL EMPLOYMENT OPPORTUNITY 14 ARTICLE 12. TERMINATION OF AGREEMENT 15 ARTICLE 13. SUCCESSORS AND ASSIGNS 15 ARTICLE 14. APPLICABLE LAW 16 ARTICLE 15. INDEPENDENT CONTRACTOR 16 ARTICLE 16. PROHIBITED PRACTICES 16 ARTICLE 17. EXTENT OF AGREEMENT 16 ARTICLE 18. DISADVANTAGED BUSINESS ENTERPRISE 17 ARTICLE 19. ADDENDUM (IF NEEDED) 22 ATTACHMENTS A. SCOPE OF PROJECT (BY OWNER) …...................................................…...… A-1 TO A-22 B. MANPOWER, DIRECT SALARY RATE AND OVERHEAD & PROFIT FACTOR SCHEDULE (BY PRIME CONSULTANT & SUBCONSULTANTS) ...... B-1 TO B-2 C. GUIDELINES FOR REIMBURSABLE EXPENSES (BY OWNER) ……..……..… C-1 TO C-2 D. CONSULTANT INVOICE FORMS (FORMS D-1,2 & 3 – BY OWNER; FOR “FORMAT” ONLY ……………………………………………………………….. D-1 TO D-3 E. INSURANCE CERTIFICATES & PROOF OF FINANCIAL RESPONSIBILITY (BY CONSULTANT & SUBCONSULTANTS) E F. MILWAUKEE COUNTY “DBE” UTILIZATION FORMS (BY PRIME CONSULTANT) ……………………………………………………….........................
Existing Title Policy means, the existing title insurance policy for the Property.
Company Intellectual Property Assets means all Intellectual Property Assets owned by the Company or used or held for use by the Company in the Business and all Products.
Company-Owned IP Rights means Company IP Rights that are owned by the Company or any of its Subsidiaries.
Purchased Intellectual Property has the meaning set forth in Section 1.2(g).
Pledged LLC Interests means all right, title and interest of any Grantor as a member of any LLC and all right, title and interest of any Grantor in, to and under any LLC Agreement to which it is a party.
Company IP Rights means (a) any and all Intellectual Property used in the conduct of the business of the Company or any of its Subsidiaries as currently conducted, and (b) any and all other Intellectual Property owned by the Company or any of its Subsidiaries.
Transferred Asset means each asset, including any Loan Asset and Substitute Loan Asset (including, if any, the Participation thereof), Conveyed by the Seller to the Purchaser hereunder, including with respect to each such asset, all Related Property; provided that the foregoing will exclude the Retained Interest and the Excluded Amounts.
Seller Intellectual Property means any Intellectual Property that is owned by either Seller and primarily used in connection with the Business.
Acquiring Entity means the surviving or acquiring corporation (or its parent company) in connection with a Corporate Transaction.
Company Owned Intellectual Property means all Intellectual Property owned by the Company.
Company Intellectual Property means any Intellectual Property that is owned or purported to be owned by the Company or any of its Subsidiaries.
Owner’s Title Policy means those certain ALTA extended coverage owner’s policies of title insurance issued in connection with the closing of the Mortgage Loan insuring the Mortgage Borrower as the owner of the Property.
Transferred Intellectual Property means (i) all Intellectual Property Rights owned by the Acquired Companies, (ii) the Transferred Trademarks, (iii) the Transferred Patents, (iv) the Transferred Domains, and (v) all other Intellectual Property Rights owned by Sellers or their respective Affiliates as of the Closing Date that are exclusively used in or are exclusively related to the development, manufacture, marketing, use or sale of the Business Products.
Necessary Action means, with respect to a specified result, all actions necessary to cause such result, including (i) voting or providing a written consent or proxy with respect to the Common Stock, (ii) causing the adoption of stockholders’ resolutions and amendments to the organizational documents of the Company, (iii) executing agreements and instruments, and (iv) making, or causing to be made, with governmental, administrative or regulatory authorities, all filings, registrations or similar actions that are required to achieve such result.
Company Intellectual Property Agreements means any Contract to which the Company or any Subsidiary is a party or is otherwise bound and (A) pursuant to which the Company or any Subsidiary has granted any rights with respect to any Company Intellectual Property or has been granted any rights with respect to any Third-Party Intellectual Property, or (B) that otherwise governs any Company Intellectual Property.
Owned Company Intellectual Property means that portion of the Company Intellectual Property and Company Intellectual Property Rights that is owned by the Company Entities.
Company Owned IP means all Intellectual Property owned by, purported to be owned by, or exclusively licensed to, the Group Companies.
Contractor Intellectual Property means any intellectual property owned by Contractor and developed independently from the Services.
Pledged Trust Interests means all interests in a Delaware business trust or other trust including, without limitation, all trust interests listed on Schedule 4.4(A) under the heading “Pledged Trust Interests” (as such schedule may be amended or supplemented from time to time) and the certificates, if any, representing such trust interests and any interest of such Grantor on the books and records of such trust or on the books and records of any securities intermediary pertaining to such interest and all dividends, distributions, cash, warrants, rights, options, instruments, securities and other property or proceeds from time to time received, receivable or otherwise distributed in respect of or in exchange for any or all of such trust interests.
Title means the right to or ownership of a vehicle, vessel, or outboard
Procuring Entity/Purchaser means a Entity having administrative and financial powers to undertake Procurement of Goods, Works or Services using public funds, as specified in the PCC;
Controlling Entity means an entity which owns, directly or indirectly through one or more intermediaries, (i) a general partnership interest or a Controlling Interest of the limited partnership interests in Borrower (if Borrower is a partnership or joint venture), (ii) a manager's interest in Borrower or a Controlling Interest of the ownership or membership interests in Borrower (if Borrower is a limited liability company), (iii) a Controlling Interest of any class of voting stock of Borrower (if Borrower is a corporation), (iv) a trustee's interest or a Controlling Interest of the beneficial interests in Borrower (if Borrower is a trust), or (v) a managing partner's interest or a Controlling Interest of the partnership interests in Borrower (if Borrower is a limited liability partnership).
Environmental Complaint shall have the meaning set forth in Section 4.19(d) hereof.
Transferred Property shall have the meaning specified in Section 2.1(a) hereof.