Agreements in Effect Sample Clauses

Agreements in Effect. Each of the Business Separation Agreement and the Employee Matters Agreement shall be in full force and effect and, unless otherwise consented to by the Existing Member or the Company in writing in accordance with the terms thereof, without any amendment or modification thereto or material waiver thereof.
Sample 1Sample 2See All (4)
AutoNDA by SimpleDocs
Agreements in Effect. The amendments to the Agreements referred to in Recital A above shall have been executed and delivered by the parties thereto, and the Agreements shall be in full force and effect and SONUS shall not be in breach, after all applicable cure periods, in any material respect of its obligations thereunder.
Sample 1Sample 2
Agreements in Effect. Each of the following shall be, or have been, duly executed by all parties thereto and all terms therein shall be valid and in full force and effect: (1) Assignment, Assumption, Release and Amendment Agreement, the Backup Agreement and the Buyer Guaranty, (2) the Employee Transfer Agreement, (3) the Agency Agreement, and (4) the Escrow Agreement; and
Sample 1
Agreements in Effect. Each of the Non-Competition, Non-Solicitation and Confidentiality Agreements, Lock-Up Agreements and Employment Agreements executed and delivered by the parties thereto concurrently with or prior to the execution of this Agreement shall remain in full force and effect as of the Effective Time and shall not have been revoked, rescinded or terminated by the parties thereto (other than the Purchaser or any of its affiliates or as a result of mutual written agreement of the parties thereto).
Sample 1
Agreements in Effect. To Seller’s Knowledge, the Equipment Leases, the Leases, the Governmental Permits and the Operating Contracts are in full force and effect. To Seller’s Knowledge, none of Seller, Operator or any other party to the Leases, Governmental Permits, Operating Contracts or Equipment Leases is in material default under any of the terms of, or any of the agreements, duties or obligations under such agreements.
Sample 1
Agreements in Effect. The parties do not intend to create a status quo obligation as it relates to the Company’s contractual right to outsource or 27 subcontract work beyond the expiration date of this Letter of Agreement. 20 Bold and Underlined language indicates proposed changed (new) language) 1 Letter #18 Sick Leave Buy Out 3 LETTER OF AGREEMENT 4 BETWEEN 5 ALASKA AIRLINES, INC. 6 AND 7 THE INTERNATIONAL ASSOCIATION OF MACHINISTS 8 AND AEROSPACE WORKERS 9 FOR 10 CLERICAL, OFFICE AND PASSENGER SERVICE EMPLOYEES 11
Sample 1
AutoNDA by SimpleDocs

Related to Agreements in Effect

  • Agreement in Effect Except as hereby amended, the Partnership Agreement shall remain in full force and effect.

  • Agreement Remains in Effect Except as expressly amended by this Amendment, the Agreement shall remain in full force and effect as written, is hereby reaffirmed and ratified in all respects without qualification or condition and the provisions of the Agreement shall remain unaffected, unchanged and unimpaired, and are enforceable in accordance with their respective terms.

  • When Effective A notice or other communication that is e-mailed is effective when sent provided the sender receives an acknowledgement from the intended recipient (e.g. return receipt, return e-mail, or other written acknowledgement). A notice or other communication that is personally serviced is effective when personally delivered. A notice or other communication that is mailed is effective 3 Business Days after deposit in the United States mail.

  • Certain Effects of Termination In the event that this Agreement is terminated pursuant to Section 7.01:

  • Change in Effective Control A Change in Effective Control occurs if, over a twelve (12) month period: (i) a person or group acquires stock representing thirty percent (30%) of the voting power of the corporation; or (ii) a majority of the members of the board of directors of the ultimate parent corporation is replaced by directors not endorsed by the persons who were members of the board before the new directors’ appointment, as defined in Treasury Regulations §1.409A-3(i)(5)(vi).

  • Change in Effective Control of the Company A change in the effective control of the Company which occurs on the date that a majority of members of the Board is replaced during any twelve (12) month period by directors whose appointment or election is not endorsed by a majority of the members of the Board prior to the date of the appointment or election. For purposes of this clause (ii), if any Person is considered to be in effective control of the Company, the acquisition of additional control of the Company by the same Person will not be considered a Change of Control; or

  • Transfers to Affiliates Notwithstanding the provisions of Section 7.1, a Partner may, without the consent of the other Partner, Transfer all or a portion of its Interest to an Affiliate of such Partner, so long as such Affiliate is admitted to the Partnership as a Partner pursuant to Section 7.3, and provided further that such Affiliate is not a Benefit Plan Investor.

  • Certain Effects of the Merger At and as of the Effective Time, (a) Newco will be merged with and into the Company in accordance with the provisions of the Indiana Business Corporation Law, (b) Newco will cease to exist as a separate legal entity, (c) the articles of incorporation of the Company will be amended to change its authorized capital stock to 100 shares, par value $0.01 per share, of Common Stock, (d) the Company will be the Surviving Corporation and, as such, will, all with the effect provided by the Indiana Business Corporation Law, (i) possess all the properties and rights, and be subject to all the restrictions and duties, of the Company and Newco and (ii) be governed by the laws of the State of Indiana, (e) the Charter Documents of the Company then in effect (after giving effect to the amendment of the Company's articles of incorporation specified in clause (c) of this sentence) will become and thereafter remain (until changed in accordance with (i) applicable law (in the case of the articles of incorporation) or (ii) their terms (in the case of the bylaws)) the Charter Documents of the Surviving Corporation, (f) the initial board of directors of the Surviving Corporation will be the Chief Executive Officer of RW and the other persons named in Schedule 2.03, and those persons will hold the office of director of the Surviving Corporation subject to the provisions of the applicable laws of the State of Indiana and the Charter Documents of the Surviving Corporation, and (g) the initial officers of the Surviving Corporation will be as set forth in Schedule 2.03, and each of those persons will serve in each office specified for that person in Schedule 2.03, subject to the provisions of the Charter Documents of the Surviving Corporation, until that person's successor is duly elected to, and, if necessary, qualified for, that office.

  • Assignments and Transfers; No Third Party Beneficiaries Except as otherwise provided herein, this Agreement and the rights and obligations of the parties hereunder shall inure to the benefit of, and be binding upon, their respective successors, assigns and legal representatives, but shall not otherwise be for the benefit of any third party. The rights of any Holder hereunder are assignable in connection with the transfer (subject to applicable securities and other laws) of Equity Securities held by such Holder; provided, however, that (1) the transferor shall, prior to the effectiveness of such transfer, furnish to the Company written notice of the name and address of such transferee and the Equity Securities that are being assigned to such transferee, (2) the transferor shall cause such transferee to, concurrently with the effectiveness of such transfer, become a party to this Agreement as a Holder and be subject to all applicable restrictions set forth in this Agreement. Subject to Section 6.6, this Agreement and the rights and obligations of any Party hereunder shall not otherwise be assigned without the mutual written consent of the other parties.

  • Assignments and Transfers by the Company This Agreement may not be assigned by the Company (whether by operation of law or otherwise) without the prior written consent of the Required Investors, provided, however, that the Company may assign its rights and delegate its duties hereunder to any surviving or successor corporation in connection with a merger or consolidation of the Company with another corporation, or a sale, transfer or other disposition of all or substantially all of the Company’s assets to another corporation, without the prior written consent of the Required Investors, after notice duly given by the Company to each Investor.

Time is Money Join Law Insider Premium to draft better contracts faster.