Constructive definition
Constructive or ‘Compromised’ Total Loss means where We determine that either the reasonable cost of repairs exceed the sum insured, or where the net value being the sum insured, less the resid‐ ual value of the Scheduled Vessel, is exceeded by or in Our opinion is likely to be exceeded by the reasonable cost of repairs.
Constructive. Termination is defined as (a) a material reduction of the Optionee's duties, responsibilities, or authorities or a material adverse change in the prestige of Optionee's title, including without limitation, if the Optionee is required to report to any individual other than the Board, if the Optionee is not the highest ranking officer of the Company's ultimate parent entity or if Optionee is assigned material duties or material responsibilities that are not normally associated with the position of President and Chief Executive Officer of a company of similar size and market capitalization to the Company, (b) a reduction by the Company of the then current Base Compensation of the Optionee, (c) a relocation of the Company's headquarters of more than 35 miles from its location on the date hereof or a change in the Optionee's principal business location to a location other than the corporate headquarters, (d) a failure of the Board to nominate Optionee as a director of the Company; provided, however, that the replacement of Optionee as Chairman of the Board shall not constitute a Constructive Termination or (e) a breach by the Company of a material provision of this Agreement. If the Company cures such Constructive Termination within 10 days after its receipt of the Optionee's written notice, then Optionee will not be able to terminate her employment in a Qualifying Termination based on the event(s) in question. Each provision of this Agreement that provides for payments to be paid or material benefits to be provided to Optionee shall be deemed to be a material provision of this Agreement. If the Optionee does not give the Company notice that she will terminate her employment as a result of a Constructive Termination within sixty (60) days following the date she has actual knowledge of the material facts giving rise to the basis for such termination, the Optionee shall be deemed to have irrevocably waived the right to give notice on such basis unless the Company consents in writing to an extension of such period. For purposes of the foregoing waiver provision, the Company shall have the burden of proving actual knowledge of the Optionee of the material facts giving rise to the basis for such termination.
Constructive. Constructive Owner," "Constructively Owns" and "Constructively Owned" shall have the correlative meanings.
Examples of Constructive in a sentence
Important: Computershare uses Constructive Receipt (refer to below definition) reporting for its standard tax reporting default.
In addition, Employee may terminate this Agreement immediately, upon written notice to Employer, as a result of a Constructive Termination, provided, however, that Employee shall have no right to terminate this Agreement under this Section 13.D. within one year after a Change in Control.
It is also intended to correct/eliminate employee deficiencies through both informal non-disciplinary supervisory discussion (Constructive Contact and Performance Improvement Discussion), and through formal progressive corrective steps where appropriate.
The Executive’s employment hereunder may be terminated by the Company without Cause or by the Executive for reasons constituting Constructive Termination.
For Cause shall include a Constructive Termination of Officer’s employment, effective upon notice from Officer to Corporation of such Constructive Termination.
More Definitions of Constructive
Constructive or “Constructively”: the constructive stock ownership rules of Section 318 of the Code, as modified by Section 856(d)(5) of the Code.
Constructive means in the next section.) We can use tauto to dispatch all of the purely propositional theorems we have proved so far.
Constructive as defined in I.C.C. freight tariff 4-J). For each day cars are held in excess of this allowable detention time, Seller shall have the right to collect from Buyer as liquidated damages Seller’s then applicable daily rate for each day, or part thereof, that car is held by Buyer in excess of this allowable detention time. If any of Seller’s cars arrive at destination in damaged condition, Buyer shall immediately notify railroad agent at destination of such damage, and also make immediate report thereof to Seller. All repairs to cars shall be made under the supervision or the direction of the Seller. When Product(s) are to be shipped by barges or vessels, an addendum will be prepared.
Constructive knowledge on the basis of clauses included into the contract is not sufficient.264 Furthermore, it always has to be ascertained whether or not the buyer is actually aware of the non- conformity. For example, a buyer of skin care products who is aware that over the lifetime of the product the chemical composition ofa crucial vitamin will decrease is not necessarily at the same time aware that it will actually fall below the critical threshold. Quite to the contrary, the buyer may, in most cases, assume that the seller is able to prevent such deterioration in quality.265 Where the seller has shown goods to the buyer or has given him the opportunity to examine them, his liability is only excluded for the apparent defects. The buyer is only required to undertake an examination that is normal in the particular industry. Thus, liability for hidden defects or defects which can only be discovered by exami- nations involving extra costs, time or complexity beyond those which can reasonably be expected, is not excluded by Art. 35(3). The exclusion of liability also extends to deficiencies of the goods of which the buyer could “not have been unaware”. Different views exist as to the understanding of the second alternative, i.e. that the buyer “could not have been unaware”. While some parts of the literature consider grossly negligent lack of knowledge sufficient,266 others want to impose a stricter standard. They rely on the fact that the CISG distin- guishes between the concept of “ought to have known”, which covers gross negli- gence, and the concept of “could not have been unaware”. The latter does not lead to 261 In this direction Tribunal Cantonal du Valais (Switzerland) 29 June 1998 (sports clothing), CISG-Online 420 (Pace). 262 ▇▇▇▇▇▇▇▇, Conformity of Goods in International Sales Governed by CISG Article 35, Nordic Journal of Commercial Law (2004) (Pace) listing factors which may be relevant in this regard. 263 Tribunal Cantonal du Valais (Switzerland) 28 October 1997 (second hand bulldozer), CISG- Online 328 (Pace). 264 ▇▇▇▇▇▇, in: ▇▇▇▇▇▇▇▇▇▇ Kommentar (2005), Art. 35 para. 47; Ferrari, in: Ferrari et al., Interna- tionales Vertragsrecht (2007), Art. 35 CISG para. 28. 265 Helsinki Court of First Instance (Finland) 11 June 1995, confirmed by Helsinki Court of Appeal (Finland) 30 June 1998 (skin care product), CISG-Online 1304 (Pace). 266 Ferrari, in: Ferrari et al., Internationales Vertragsrecht (2007), Art. 35 CISG para. 29; ▇▇▇▇▇▇▇, Kommentar (2004), Art. 35...
Constructive notice means complying with the marking requirements set out in subsection 35 U.S.C. 287(a) of U.S. patent law.
Constructive means that you must get ready to pretend that something is when it really isn’t.
Constructive. Termination is defined as (a) a material reduction of your duties, responsibilities, or authorities or a material adverse change in the prestige of your title, including without limitation, if you are required to report to any individual other than the Board, if you are not the highest ranking officer of the Company's ultimate parent entity or if you are assigned material duties or material responsibilities that are not normally associated with the position of President and Chief Executive Officer of a company of similar size and market capitalization to the Company, (b) a reduction by the Company of your then current Base Compensation, (c) a relocation of the Company's headquarters of more than 35 miles from its location on the date hereof or a change in your principal business location to a location other than the corporate headquarters, (d) a failure of the Board to nominate you as a director of the Company; provided, however, that the replacement of you as Chairman of the Board shall not constitute a Constructive Termination or (e) a breach by the Company of a material provision of this Agreement. If the Company cures such Constructive Termination within 10 days after its receipt of your written notice, then you will not be able to terminate your employment in a Qualifying Termination based on the event(s) in question. Each provision of this Agreement that provides for payments to be paid or material benefits to be provided to you shall be deemed to be a material provision of this Agreement. If you does not give the Company notice that you will terminate your employment as a result of a Constructive Termination within sixty (60) days following the date you have actual knowledge of the material facts giving rise to the basis for such termination, you shall be deemed to have irrevocably waived the right to give notice on such basis unless the Company consents in writing to an extension of such period. For purposes of the foregoing waiver provision, the Company shall have the burden of proving your actual knowledge of the material facts giving rise to the basis for such termination.