R E C I T A L definition

R E C I T A L. To compensate the Director for his service on the Board of Directors and to promote a closer identification of his interests with those of the Corporation, the Corporation and the Director hereby agree as follows:

R E C I T A L. The Company is desirous of employing Employee as Senior Vice President-Corporate Development, and Employee is desirous of being employed by the Company in such position on the terms and conditions hereinafter set forth.

R E C I T A L. S: WHEREAS, Xx. Xxxxxx is a co-founder of Invisa and served in the capacities of non-executive Chairman, director until September 15, 2003. Xx. Xxxxxx is an employee under that certain employment contract between the parties dated as of February 9, 2000 (Employment Contract). Commencing on September 15, 2003, Xx. Xxxxxx began a leave of absence under the Employment Contract and accordingly has performed no service, had no responsibility and been paid or accrued no compensation under the Employment Contract; and

Examples of R E C I T A L in a sentence

• R E C I T A L S WHEREAS, Masimo is a corporation that manufactures read-through motion and low perfusion pulse oximetry technologies and products throughout the world (collectively, the “Product(s)”).

• R E C I T A L S This Agreement is being entered into in accordance with the Severance Plan attached hereto as Annex 1 (the "Plan") in order to set forth the specific severance compensation which the Company agrees that it will pay to the Executive if the Executive's employment with the Company terminates under certain circumstances described in the Plan.

• R E C I T A L S WHEREAS, the Corporation has adopted the Corinthian Colleges, Inc.

• R E C I T A L PixTech desires to sell to Motorola, and Motorola desires to purchase from PixTech, shares of PixTech's common stock and warrants to purchase shares of PixTech's common stock on the terms described herein.

• R E C I T A L S WHEREAS, Parent, Boise Southern Company, a Louisiana general partnership ("Southern"), Minidoka Paper Company, a Delaware corporation ("Minidoka") (collectively, "Sellers" and, individually, a "Seller"), Holdings, and Boise Land & Timber Corp., a Delaware corporation and indirect wholly-owned Subsidiary of Holdings ("Timber Co.") are party to an Asset Purchase Agreement, dated as of July 26, 2004 (the "ASSET PURCHASE AGREEMENT").

More Definitions of R E C I T A L

R E C I T A L. The Company desires to grant to the Optionee, and the Optionee desires to accept from the Company, options to purchase 485,000 shares of the Company's Common Stock par value $0.10 per share (the "Common Stock"), on the terms and subject to the conditions set forth in this Agreement.

R E C I T A L. S: R-1. On May 3, 1983, the City Council for the City of Manassas Park adopted an ordinance codifying Chapter 7.5 of the city code of the City of Manassas Park, Virginia ("Ordinance"), which awarded a non-exclusive franchise to CMP for the operation of a cable television system within the corporate limits of the City; and R-2. On May 16, 1983, CMP and the City entered into a Franchise Agreement by which the parties agreed to the terms, provisions, conditions and limitations by which CMP would operate the cable television franchise in the City; and R-3. By Amendment to Franchise Agreement, dated June 1986, the City agreed to permit CMP to relocate its local origination studio facilities for the cable television system from within the corporate limits of the City to a new location in the City of Manassas, Virginia and, in exchange, CMP agreed to other changes to the Franchise Agreement, including CMP's agreement "to impose and collect reasonable rates, fees and charges" for the use of the facilities located within the City; and R-4. A dispute arose between CMP and the City about CMP's authority to collect rates, fees and charges from subscribers outside the City for facilities located within the City; and 32 R-5. CMP now desires to eliminate the requirement for CMP to impose and collect fees and charges from subscribers outside the City for the use of facilities located within the City; and R-6. Both parties agree to accept the revisions of the franchise agreement as described in this Second Amendment.

R E C I T A L. The Director was formerly the Chairman of the Board and Chief Executive Officer of the Company and, to date, has provided valuable services to the Company in those capacities. The Company, valuing the Director's expertise, experience and excellent judgment, desires to retain the services of the Director, and the parties desire and intend that the Director continue to provide such services, in accordance with the terms and conditions of this Agreement.

R E C I T A L. Borrower has requested Lender to loan it certain funds on a secured basis, and Lender has agreed to do so, subject to and upon the terms and conditions hereinafter set forth. The maximum principal amount of the loan to be made by the Lender to the Borrower is TEN MILLION DOLLARS ($10,000,000.00).

R E C I T A L. The Company is desirous of continuing the employment of Employee, and Employee is desirous of continuing his employment by the Company on the terms and conditions hereinafter set forth.

R E C I T A L. The parties hereto (or in the case of EPIL, one of its affiliates), are parties to a Securities Purchase Agreement dated as of October 15, 1999 (as amended at any time, the "Purchase Agreement"), pursuant to which, among other things, the Company issued and sold to EPIL and EPIL acquired from the Company certain securities. The parties desire that, in accordance with the provisions hereof, the Company will issue to EPIL and EPIL will acquire from the Company, a promissory note (as amended at any time, the "Note"), in the original principal amount of $4 million, of which $2 million shall be funded on the date hereof and up to the remaining $2 million may be funded in accordance with the terms hereof and thereof (references herein to "dollars" or "$" refer to United States dollars and capitalized terms not defined herein have the meanings ascribed to them in the Purchase Agreement).

R E C I T A L. The parties hereto desire to enter into this Agreement to provide for the employment of the Employee by the Employer and for certain other matters in connection with such employment, all as set forth more fully in this Agreement.