Grouped Into 50 Collections of Similar Clauses From Business Contracts
This page contains Compliance with Laws clauses in business contracts and legal agreements. We have organized these clauses into groups of similarly worded clauses.
Compliance with Laws. The grant of the Restricted Shares shall be subject to compliance by the Company and the Grantee with all applicable requirements of federal and state securities laws and with all applicable requirements of any stock exchange on which the Company's shares of Stock may be listed.
Compliance with Laws. The grant grant, vesting and payment of the Restricted Shares Award shall be subject to compliance by the Company and the Grantee Employee with all applicable requirements of federal and state securities laws and with all applicable requirements of any stock exchange on which the Company's shares of Stock may be listed.
Compliance with Laws. The grant of the Restricted Shares This Award shall be subject to compliance by the Company and the Grantee with all applicable requirements of federal and state securities laws and with all applicable requirements of any stock exchange on which the Company's shares of Stock Shares may be listed.
Compliance with Laws. The grant of the Restricted Shares RSUs shall be subject to compliance by the Company and the Grantee with all applicable requirements of federal and state securities laws and with all applicable requirements of any stock exchange on which the Company's shares of Common Stock may be listed.
Compliance with Laws. By accepting the RSUs, you acknowledge and agree to comply with applicable Brazilian laws and to pay any and all applicable taxes associated with the vesting of the RSUs, the issuance and/or sale of Shares acquired under the 2011 Plan and the receipt of any dividends. CANADA 1. Settlement in Shares. Notwithstanding anything to the contrary in the Terms and Conditions or the 2011 Plan, the RSUs shall be settled only in Shares (and may not be settled in cash).
Compliance with Laws. By accepting the RSUs, PSUs, you acknowledge and agree to comply with applicable Brazilian laws and to pay any and all applicable taxes associated with the vesting of the RSUs, PSUs, the issuance and/or sale of Shares acquired under the 2011 Plan and the receipt of any dividends. CANADA 1. Settlement in Shares. Notwithstanding anything to the contrary in the Terms and Conditions or the 2011 Plan, the RSUs PSUs shall be settled only in Shares (and may not be settled in cash).
Compliance with Laws. Tenant shall not do anything or suffer anything to be done in or about the Premises or the Project which will in any way conflict with any law, statute, ordinance or other governmental rule, regulation or requirement now in force or which may hereafter be enacted or promulgated. At its sole cost and expense, Tenant shall promptly comply with all such governmental measures. Should any standard or regulation now or hereafter be imposed on Landlord or Tenant by a state, federal or local governmenta...l body charged with the establishment, regulation and enforcement of occupational, health or safety standards for employers, employees, landlords or tenants, then Tenant agrees, at its sole cost and expense, to comply promptly with such standards or regulations. Tenant shall be responsible, at its sole cost and expense, to make all alterations to the Building and Premises as are required to comply with the governmental rules, regulations, requirements or standards described in this Article 24. The judgment of any court of competent jurisdiction or the admission of Tenant in any judicial action, regardless of whether Landlord is a party thereto, that Tenant has violated any of said governmental measures, shall be conclusive of that fact as between Landlord and Tenant. Tenant's obligations under this Article 24 are subject to the limitation in Section 10.2, above.View More
Compliance with Laws. Tenant shall not do anything or suffer anything to be done in or about the Premises or the Project which will in any way conflict with any law, statute, ordinance or other governmental rule, regulation or requirement now in force or which may hereafter be enacted or promulgated. promulgated (collectively, "Applicable Laws"). At its sole cost and expense, Tenant shall promptly comply with all such governmental measures. Applicable Laws which relate to (i) the Premises, (ii) any Alterations made b...y Tenant to the Premises, and any Tenant Improvements in the Premises, or (iii) the Base Building, but as to the Base Building, only to the extent such obligations are triggered by Alterations made by Tenant to the Premises to the extent such Alterations are not normal and customary business office improvements, or triggered by the Tenant Improvements to the extent such Tenant Improvements are not normal and customary business office improvements, or triggered by Tenant's use of the Premises for non-general office use. Should any standard or regulation now or hereafter be imposed on Landlord or Tenant by a state, federal or local governmental body charged with the establishment, regulation and enforcement of occupational, health or safety standards for employers, employees, landlords or tenants, then Tenant agrees, at its sole cost and expense, to comply promptly with such standards or regulations. Tenant shall be responsible, at its sole cost and expense, to make all alterations to the Building and Premises as are required to comply with the governmental rules, regulations, requirements or standards described in this Article 24. The judgment of any court of competent jurisdiction or the admission of Tenant in any judicial action, regardless of whether Landlord is a party thereto, that Tenant has violated any of said governmental measures, shall be conclusive of that fact as between Landlord and Tenant. Tenant's obligations under this Article 24 are subject to the limitation in Section 10.2, above.View More
Compliance with Laws. Tenant shall not do anything or suffer anything to be done in or about the Premises or the Project which will in any way conflict with any law, statute, ordinance or other governmental rule, regulation or requirement now in force or which may hereafter be enacted or promulgated. promulgated (specifically including the handicap access codes and Americans With Disabilities Act as locally enacted ("ADA") and Environmental Laws) (collectively, "Applicable Laws"). At its sole cost and expense, Tenant... shall promptly comply with all such governmental measures. Should any standard or regulation now or hereafter be imposed on Landlord or Tenant by a state, federal or local governmental body charged with the establishment, regulation and enforcement of occupational, health or safety standards for employers, employees, landlords or tenants, then Tenant agrees, at its sole cost and expense, to comply promptly with such standards or regulations. Tenant shall be responsible, at its sole cost and expense, to make all alterations to the Building and Premises as are required to comply with the governmental rules, regulations, requirements or standards described in this Article 24. The judgment of any court of competent jurisdiction or the admission of Tenant in any judicial action, regardless of whether Landlord is a party thereto, that Tenant has violated any of said governmental measures, shall be conclusive of that fact as between Landlord and Tenant. Tenant's obligations under this Article 24 are subject to the limitation in Section 10.2, above. View More
Compliance with Laws. Tenant shall not do anything or suffer anything to be done in or about the Premises or the Project which will in any way conflict with any law, statute, ordinance or other governmental rule, regulation or requirement now in force or which may hereafter be enacted or promulgated. promulgated (specifically including the handicap access codes and Americans With Disabilities Act as locally enacted ("ADA") and Environmental Laws) (collectively, "Applicable Laws"). At its sole cost and expense, Tenant... shall promptly comply with all such governmental measures. Should any standard or regulation now or hereafter be imposed on Landlord or Tenant by a state, federal or local governmental body charged with the establishment, regulation and enforcement of occupational, health or safety standards for employers, employees, landlords or tenants, then Tenant agrees, at its sole cost and expense, to comply promptly with such standards or regulations. Tenant shall be responsible, at its sole cost and expense, to make all alterations to the Building and Premises as are required to comply with the governmental rules, regulations, requirements or standards described in this Article 24. The judgment of any court of competent jurisdiction or the admission of Tenant in any judicial action, regardless of whether Landlord is a party thereto, that Tenant has violated any of said governmental measures, shall be conclusive of that fact as between Landlord and Tenant. Tenant's obligations under this Article 24 are subject to the limitation in Section 10.2, above. View More
Compliance with Laws. The transfer of Company Stock hereunder shall be subject to the terms, conditions and restrictions as set forth in the governing instruments of the Company, Company policies, applicable federal and state securities laws or any other applicable laws or regulations, and approvals by any governmental or regulatory agency as may be required. By signing this Grant Agreement, the Employee agrees not to sell any Company Stock at a time when applicable laws or the Company policies prohibit a sale.
Compliance with Laws. The transfer of Company Stock hereunder shall be subject to the terms, conditions and restrictions as set forth in the governing instruments of the Company, Company policies, applicable federal and state securities laws or any other applicable laws or regulations, and approvals by any governmental or regulatory agency as may be required. By signing this Grant Agreement, the Employee agrees not to sell any Company Stock at a time when applicable laws or the Company policies prohibit a sale. 4 13.... References. References herein to rights and obligations of the Employee shall apply, where appropriate, to the Employee's legal representative or estate without regard to whether specific reference to such legal representative or estate is contained in a particular provision of this Grant Agreement. View More
Compliance with Laws. The exercise of the Option and the issuance and transfer of shares of Common Stock shall be subject to compliance by the Company and the Participant with all applicable requirements of federal and state securities laws and with all applicable requirements of any stock exchange on which the Company's shares of Common Stock may be listed. No shares of Common Stock shall be issued pursuant to this Option unless and until any then applicable requirements of state or federal laws and regulatory agenc...ies have been fully complied with to the satisfaction of the Company and its counsel. The Participant understands that the Company is under no obligation to register the shares with the Securities and Exchange Commission, any state securities commission or any stock exchange to effect such compliance.12. Notices. Any notice required to be delivered to the Company under this Agreement shall be in writing and addressed to the Committee, care of the Company, at the Company's principal corporate offices. Any notice required to be delivered to the Participant under this Agreement shall be in writing and addressed to the Participant at the Participant's address as shown in the records of the Company. Either party may designate another address in writing (or by such other method approved by the Committee) from time to time.13. Governing Law. This Agreement will be construed and interpreted in accordance with the laws of the State of Delaware without regard to conflict of law principles.14. Interpretation. Any dispute regarding the interpretation of this Agreement shall be submitted by the Participant or the Company to the Committee for review. The resolution of such dispute by the Committee shall be final and binding on the Participant and the Company. 5 15. Options Subject to Plan. This Agreement is subject to the Plan as approved by the Company's shareholders. The terms and provisions of the Plan as it may be amended from time to time are hereby incorporated herein by reference. In the event of a conflict between any term or provision contained herein and a term or provision of the Plan, the applicable terms and provisions of the Plan will govern and prevail.16. Successors and Assigns. The Company may assign any of its rights under this Agreement. This Agreement will be binding upon and inure to the benefit of the successors and assigns of the Company. Subject to the restrictions on transfer set forth herein, this Agreement will be binding upon the Participant and the Participant's beneficiaries, executors, administrators and the person(s) to whom this Agreement may be transferred by will or the laws of descent or distribution.17. Severability. The invalidity or unenforceability of any provision of the Plan or this Agreement shall not affect the validity or enforceability of any other provision of the Plan or this Agreement, and each provision of the Plan and this Agreement shall be severable and enforceable to the extent permitted by law.18. Discretionary Nature of Plan. The Plan is discretionary and may be amended, cancelled or terminated by the Company at any time, in its discretion. The grant of the Option in this Agreement does not create any contractual right or other right to receive any Options or other Awards in the future. Future Awards, if any, will be at the sole discretion of the Company. Any amendment, modification, or termination of the Plan shall not constitute a change or impairment of the terms and conditions of the Participant's employment with the Company.19. Amendment. The Committee has the right to amend, alter, suspend, discontinue or cancel the Option, prospectively or retroactively; provided, that, no such amendment shall materially impair the previously accrued rights of the Participant under this Agreement without the Participant's consent, subject to the provisions of Sections 16.1 and 16.2 of the Plan.View More
Compliance with Laws. The exercise of the Option and the issuance and transfer of shares of Common Stock shall the Restricted Shares will be subject to compliance by the Company and the Participant with all applicable requirements of federal and state securities laws and with all applicable requirements of any stock exchange on which the Company's shares of Common Stock may be listed. No shares of Common Stock shall will be issued pursuant to this Option Award unless and until any then applicable requirements of stat...e or federal laws and regulatory agencies have been fully complied with to the satisfaction of the Company and its counsel. The Participant understands that the Company is under no obligation to register the shares with the Securities and Exchange Commission, any state securities commission commission, or any stock exchange to effect such compliance.12. compliance.14. Notices. Any notice required to be delivered to the Company under this Agreement shall must be in writing and addressed to the Committee, care Chief Financial Officer of the Company, Company at the Company's principal corporate offices. Any notice required to be delivered to the Participant under this Agreement shall will be in writing and addressed to the Participant at the Participant's address as shown in the records of the Company. Either party may designate another address in writing (or by such other method approved by the Committee) Company) from time to time.13. time.15. Governing Law. This Agreement will be construed and interpreted in accordance with the laws of the State of Delaware without regard to conflict of law principles.14. principles. 16. Interpretation. Any dispute regarding the interpretation of this Agreement shall must be submitted by the Participant or the Company to the Committee for review. The resolution of such the dispute by the Committee shall will be final and binding on the Participant and the Company. 5 15. Options Subject to Plan. This Agreement is subject to the Plan as approved by the Company's shareholders. The terms and provisions of the Plan as it may be amended from time to time are hereby incorporated herein by reference. In the event of a conflict between any term or provision contained herein and a term or provision of the Plan, the applicable terms and provisions of the Plan will govern and prevail.16. Company.17. Successors and Assigns. The Company may assign any of its rights under this Agreement. This Agreement will be binding upon and inure to the benefit of the successors and assigns of the Company. Subject to the restrictions on transfer set forth herein, this Agreement will be binding upon the Participant and the Participant's beneficiaries, executors, administrators administrators, and the person(s) to whom this Agreement may be transferred by will or the laws of descent or distribution.17. distribution.18. Severability. The invalidity or unenforceability of any provision of the Plan or this Agreement shall will not affect the validity or enforceability of any other provision of the Plan or this Agreement, and each provision of the Plan and this Agreement shall will be severable and enforceable to the extent permitted by law.18. law.19. Discretionary Nature of Plan. The Plan is discretionary and may be amended, cancelled cancelled, or terminated by the Company at any time, in its discretion. The grant of the Option Restricted Shares in this Agreement does not create any contractual right or other right to receive any Options Restricted Shares or other Awards in the future. Future Awards, if any, will be at the sole discretion of the Company. Any amendment, modification, or termination of the Plan shall will not constitute a change or impairment of the terms and conditions of the Participant's employment or other service with the Company.19. Company.20. Amendment. The Committee has the right to amend, alter, suspend, discontinue or cancel the Option, this Award, prospectively or retroactively; provided, that, no such amendment shall materially impair may adversely affect the previously accrued Participant's material rights of the Participant under this Agreement without the Participant's consent, consent.21. No Impact on Other Benefits. The value of this Award and/or the Restricted Shares is not part of the Participant's normal or expected compensation for purposes of calculating any severance, retirement, welfare, insurance, or similar benefit.22. Counterparts. This Agreement may be executed in counterparts, each of which will be deemed an original but all of which together will constitute one and the same instrument. Counterpart signature pages to this Agreement transmitted by facsimile transmission, by electronic mail in portable document format (.pdf), or by any other electronic means intended to preserve the original graphic and pictorial appearance of a document, will have the same effect as physical delivery of the paper document bearing an original signature.23. Acceptance. The Participant acknowledges receipt of a copy of the Plan and this Agreement. The Participant has read and understands the terms and provisions thereof, and accepts this Award subject to the provisions of Sections 16.1 and 16.2 all of the Plan. terms and conditions of the Plan and this Agreement. View More
Compliance with Laws. The exercise of the Option and the issuance and transfer of shares of Common Stock Shares shall be subject to compliance by the Company and the Participant Grantee with all applicable requirements of federal and state securities laws and with all applicable requirements of any stock share exchange on which the Company's shares of Common Stock Shares may be listed. No shares of Common Stock Shares shall be issued pursuant to this Option or transferred unless and until any then applicable requirem...ents of state or and federal laws and regulatory agencies have been fully complied with to the satisfaction of the Company and its counsel. The Participant Grantee understands that the Company is under no obligation to register the shares Shares with the Securities and Exchange Commission, any state securities commission or any stock share exchange to effect such compliance.12. Notices. Any notice required to compliance.13.Legends. A legend may be placed on any certificate(s) or other document(s) delivered to the Company Grantee indicating restrictions on transferability of the Shares underlying the Restricted Share pursuant to this Agreement or any other restrictions that the Committee may deem advisable under the rules, regulations and other requirements of the Securities and Exchange Commission, any applicable federal or state securities laws or any share exchange on which the Shares are then listed or quoted.14.Notices. All notices required under the Plan or this Agreement shall be in writing and writing. Any notice to the Company shall be addressed to it at its office at: 2 North Broadway, Lebanon, Ohio, 45036. Any notice to the Grantee shall be addressed to the Committee, care of the Company, Grantee at the Company's principal corporate offices. Any notice required to be delivered to the Participant under this Agreement shall be in writing and addressed to the Participant at the Participant's Grantee's address as shown in the records of the Company. Either party may designate another address in writing (or by such other method approved by the Committee) Company) from time to time.13. Governing time.15.Governing Law. This Agreement will be construed and interpreted in accordance with the laws of the State of Delaware Ohio without regard to conflict of law principles.14. Interpretation. principles.16.Interpretation. Any dispute regarding the interpretation of this Agreement shall be submitted by the Participant Grantee or the Company to the Committee for review. The resolution of such dispute by the Committee shall be final and binding on the Participant Grantee and the Company. 5 15. Options Company.17.Restricted Share Subject to Plan. This Agreement is subject to the Plan as approved by the Company's shareholders. The terms and provisions of the Plan as it may be amended from time to time are hereby incorporated herein by reference. In the event of a conflict between any term or provision contained herein and a term or provision of the Plan, the applicable terms and provisions of the Plan will govern and prevail.16. Successors prevail.18.Successors and Assigns. The Company may assign any of its rights under this Agreement. This Agreement will be binding upon and inure to the benefit of the successors and assigns of the Company. Subject to the restrictions on transfer set forth herein, this Agreement will be binding upon the Participant Grantee and the Participant's Grantee's beneficiaries, executors, administrators and the person(s) to whom this Agreement the Restricted Share may be transferred by will or the laws of descent or distribution.17. Severability. distribution.19.Severability. The invalidity or unenforceability of any provision of the Plan or this Agreement shall not affect the validity or enforceability of any other provision of the Plan or this Agreement, and each provision of the Plan and this Agreement shall be severable and enforceable to the extent permitted by law.18. Discretionary law.20.Discretionary Nature of Plan. The Plan is discretionary and may be amended, cancelled or terminated by the Company at any time, in its discretion. The grant of the Option Restricted Share in this Agreement does not create any contractual right or other right to receive any Options Restricted Share or other Awards Ownership Incentives in the future. Future Awards, awards, if any, will be at the sole discretion of the Company. Any amendment, modification, or termination of the Plan shall not constitute a change or impairment of the terms and conditions of the Participant's Grantee's employment with the Company.19. Amendment. Company.21.Amendment. The Committee has the right to amend, alter, suspend, discontinue or cancel the Option, Restricted Share, prospectively or retroactively; provided, that, no such amendment shall materially impair adversely affect the previously accrued Grantee's material rights of the Participant under this Agreement without the Participant's consent, subject to the provisions of Sections 16.1 and 16.2 of the Plan. Grantee's consent. View More
Compliance with Laws. The exercise of the Option This Award and the issuance and of transfer of shares of Common Stock in accordance with Section 6 shall be subject to compliance by the Company and the Participant Grantee with all applicable requirements of federal and state securities laws and with all applicable requirements of any stock exchange on which the Company's shares of Common Stock may be listed. No shares of Common Stock shall be issued pursuant to this Option or transferred unless and until any then app...licable requirements of state or and federal laws and regulatory agencies have been fully complied with to the satisfaction of the Company and its counsel. The Participant understands that the Company is under no obligation to register the shares with the Securities and Exchange Commission, any state securities commission or any stock exchange to effect such compliance.12. counsel.12. Notices. Any notice required to be delivered to the Company under this Agreement shall be in writing and addressed to the Committee, care of the Company, at the Company's principal corporate offices. Any notice required to be delivered to the Participant Grantee under this Agreement shall be in writing and addressed to the Participant Grantee at the Participant's Grantee's address as shown in the records of the Company. Either party may designate another address in writing (or by such other method approved by the Committee) from time to time.13. Governing Law. This Agreement will be construed and interpreted in accordance with the laws of the State of Delaware without regard to conflict of law principles.14. Interpretation. Any dispute regarding the interpretation of this Agreement shall be submitted by the Participant Grantee or the Company to the Committee for review. The resolution of such dispute by the Committee shall be final and binding on the Participant Grantee and the Company. 5 4 15. Options Restricted Stock Units Subject to Plan. This Agreement is subject to the Plan as approved by the Company's shareholders. The terms and provisions of the Plan as it may be amended from time to time are hereby incorporated herein by reference. In the event of a conflict between any term or provision contained herein and a term or provision of the Plan, the applicable terms and provisions of the Plan will govern and prevail.16. Successors and Assigns. The Company may assign any of its rights under this Agreement. This Agreement will be binding upon and inure to the benefit of the successors and assigns of the Company. Subject to the restrictions on transfer set forth herein, this Agreement will be binding upon the Participant Grantee and the Participant's Grantee's beneficiaries, executors, administrators and the person(s) to whom this Agreement the Restricted Stock Units may be transferred by will or the laws of descent or distribution.17. Severability. The invalidity or unenforceability of any provision of the Plan or this Agreement shall not affect the validity or enforceability of any other provision of the Plan or this Agreement, and each provision of the Plan and this Agreement shall be severable and enforceable to the extent permitted by law.18. Discretionary Nature of Plan. The Plan is discretionary and may be amended, cancelled altered, suspended or terminated by the Company Board at any time, in its discretion. The grant of the Option Restricted Stock Units in this Agreement does not create any contractual right or other right to receive any Options Restricted Stock Units or other Awards in the future. Future Awards, if any, will be at the sole discretion of the Company. Committee and the Board. Any amendment, modification, or termination of the Plan shall not constitute a change or impairment of the terms and conditions of the Participant's Grantee's employment with with, or service to, the Company.19. Company or its Affiliates.19. Amendment. The Committee has the right to amend, alter, suspend, discontinue or cancel the Option, Restricted Stock Units, prospectively or retroactively; provided, that, no such amendment shall materially impair the previously accrued rights of the Participant Grantee under this Agreement without the Participant's Grantee's consent, subject to the provisions of Sections 16.1 and 16.2 of the Plan. View More
Compliance with Laws. Special Advisor agrees to provide the Services to the Company and its affiliates in accordance with all applicable laws and regulations and the highest professional standards. Special Advisor represents and warrants that Special Advisor has not been, and is not under consideration to be (a) debarred from providing services pursuant to Section 306 of the United States Federal Food Drug and Cosmetic Act, 21 U.S.C. § 335a; (b) excluded, debarred or suspended from, or otherwise ineligible to partici...pate in, any federal or state health care program or federal procurement or non-procurement programs (as that term is defined in 42 U.S.C. § 1320a-7b(f)); (c) disqualified by any government or regulatory agencies from performing specific services, and is not subject to a pending disqualification proceeding; or (d) convicted of a criminal offense related to the provision of health care items or services, or under investigation or subject to any such action that is pending.View More
Compliance with Laws. Special Advisor agrees to provide the Consultant represents and warrants that Consultant will render Services to the Company and its affiliates in accordance compliance with all applicable laws laws, rules and regulations regulations, including but not limited to the U.S. Food, Drug and Cosmetic Act, as amended from time to time, and the highest professional standards. Special Advisor Further, Consultant represents and warrants that Special Advisor she has not been, and is not under consideratio...n to be (a) debarred from providing services pursuant to Section 306 of the United States Federal Food Drug and Cosmetic Act, 21 U.S.C. § 335a; (b) excluded, debarred or suspended from, or otherwise ineligible to participate in, any federal or state health care program or federal procurement or non-procurement programs (as that term is defined in 42 U.S.C. § 1320a-7b(f)); §1320a-7b(f)); (c) disqualified by any government or regulatory agencies from performing specific services, and is not subject to a pending disqualification proceeding; or (d) convicted of a criminal offense related to the provision of health care items or services, or under investigation or subject to any such action that is pending. View More
Compliance with Laws. Tenant shall, at its sole cost and expense, use and maintain the Premises in compliance with all Laws, and Tenant shall, at its sole cost and expense, comply with all Laws applicable to or having jurisdiction over the use, occupancy, operation, and maintenance of the Premises, including without limitation, all Environmental Laws, the ADA and other access laws and those which require the making of any structural, unforeseen or extraordinary changes and including those which involve a change of po...licy on the part of the governmental body enacting the same; provided, however, Tenant shall not be 23 required to cause the Premises to comply with any Law that is not applicable to the Premises based on the manner in which the Premises is being used during or at the end of the Term. Tenant, at its sole expense, shall comply with the requirements of policies of special form insurance coverage at any time in force with respect to the Premises as required pursuant to Section 18 hereof and with the provisions of all contracts, agreements and restrictions affecting the Premises or any part thereof in effect as of the date hereof or the ownership, occupancy or use thereof. Without diminishing the obligations of Tenant, if Tenant shall at any time fail to comply as promptly as reasonably practicable with any Law applicable to the Premises, or the use and occupation thereof, Landlord, after ten (10) additional days written notice to Tenant after an Event of Default by Tenant with respect to same, may cause the Premises to so comply and the reasonable costs and expenses of Landlord in such compliance shall be paid by Tenant to Landlord upon demand with interest thereon at the Default Rate. Notwithstanding the foregoing, Tenant shall not be responsible for any remedial measures required for a violation of Law relating to the condition of the Premises as of the Commencement Date unless remedial measures are specifically required in a written notice from a governmental authority or unless such violation was caused by Tenant in its occupancy or ownership of the Premises prior to the Commencement Date.View More
Compliance with Laws. Tenant shall, at its sole cost and expense, use and maintain the Premises in compliance with all Laws, and Tenant shall, at its sole cost and expense, comply with all Laws applicable to or having jurisdiction over the use, occupancy, operation, and maintenance of the Premises, including without limitation, all Environmental Laws, the ADA and other access laws and those which require the making of any structural, unforeseen or extraordinary changes and including those which involve a change of po...licy on the part of the governmental body enacting the same; provided, however, Tenant shall not be 23 required to cause the Premises to comply with any Law that is not applicable to the Premises based on the manner in which the Premises is being used during or at the end of the Term. Tenant, at its sole expense, shall comply with the requirements of policies of special form insurance coverage at any time in force with respect to the Premises as required pursuant to Section 18 hereof and with the provisions of all contracts, agreements and restrictions affecting the Premises or any part thereof in effect as of the date hereof or the ownership, occupancy or use thereof. Without diminishing the obligations of Tenant, if Tenant shall at any time fail to comply as promptly as reasonably practicable with any Law applicable to the Premises, or the use and occupation thereof, Landlord, after ten (10) additional days days' written notice to Tenant after an Event of Default by Tenant with respect to same, may cause the Premises to so comply and the reasonable costs and expenses of Landlord in such compliance shall be paid by Tenant to Landlord upon demand with interest thereon at the Default Rate. Notwithstanding the foregoing, Tenant shall not be responsible for any remedial measures required for a violation of Law relating to the condition of the Premises as of the Commencement Date unless remedial measures are specifically required in a written notice from a governmental authority or unless such violation was caused by Tenant in its occupancy or ownership of the Premises prior to the Commencement Date. 22 14. SURRENDER OF PREMISES. Upon the expiration of this Lease pursuant to its terms (or, in the event of a termination of this Lease on a date other than the scheduled Expiration Date of this Lease, as promptly as commercially practicable thereafter), Tenant shall surrender to Landlord the Premises, including all Alterations constructed by Tenant therein that Landlord has not requested that Tenant remove in accordance with Section 15 below, with all fixtures appurtenant thereto, (but not including furnishings, trade fixtures, furniture, computers, telephone systems, machinery, equipment and other Personal Property installed or placed on the Premises by Tenant) (collectively, "Tenant's Personal Property"), free and clear of any occupants or tenancies (unless consented to by Landlord in writing), and, subject to Section 13, in compliance with Laws (including, without limitation, Environmental Laws) and all Encumbrances and in as good condition and repair as existed as of the Commencement Date, reasonable wear and tear and damage from fire or other casualty excepted, and any new buildings, alterations, improvements, replacements or additions constructed by Tenant and remaining at the Premises, in at least a substantially similar condition as when completed, reasonable wear and tear and damage from fire or other casualty excepted. For the avoidance of doubt, to the extent there is a bank vault in the Premises, Tenant shall have no obligation to remove such vault on surrendering the Premises. At the end of the Term, all Alterations will belong to Landlord, unless they are Tenant's Personal Property. Subject to Section 36 below, any of Tenant's Personal Property installed or placed on the Premises by Tenant or any subtenant or assignee of Tenant, if not removed within thirty (30) days after termination or expiration of this Lease shall be deemed abandoned and become the property of Landlord without any payment or offset therefor if Landlord so elects, after thirty (30) days' prior written notice to Tenant following such thirty (30) day period. If Landlord shall not so elect, Landlord, after thirty (30) days' prior written notice to Tenant following such thirty (30) day period, may remove such property from the Premises and have it stored or disposed of at Tenant's risk and expense. Tenant shall repair and restore and save Landlord harmless from all material damage to the Premises caused by such removal by Landlord to the extent not caused by the negligence or willful misconduct of Landlord. View More
Compliance with Laws. Tenant shall, at its sole cost and expense, use and maintain the Premises in compliance with all Laws, and Tenant shall, at its sole cost and expense, comply with all Laws applicable to or having jurisdiction over the use, occupancy, operation, and maintenance of the Premises, including without limitation, all Environmental Laws, the ADA and other access laws and those which require the making of any structural, unforeseen or extraordinary changes and including those which involve a change of po...licy on the part of the governmental body enacting the same; provided, however, same. Tenant shall not be 23 required to cause the Premises to shall, at its sole cost and expense, comply with all Encumbrances affecting any Law that is not applicable Site or any portion thereof (other than Landlord's obligations to the Premises based on the manner in which the Premises is being used during or at the end of the Term. pay debt service to any Landlord Mortgagee under any Landlord Mortgage). Tenant, at its sole expense, shall comply with the requirements of policies of special form insurance coverage at any time in force with respect to the Premises as required pursuant to Section 18 15 hereof and with the provisions of all contracts, agreements and restrictions affecting the Premises or any part thereof in effect as of the date hereof respective Commencement Date or the ownership, occupancy or use thereof. Without diminishing the obligations of Tenant, if Tenant shall at any time fail to comply as promptly as reasonably practicable with any Law applicable to the Premises, each Site, or the use and occupation thereof, Landlord, after ten (10) additional days written notice to Tenant after an Event of Default by Tenant with respect to same, Landlord may cause the Premises each Site to so comply and the reasonable costs and expenses of Landlord in such compliance shall be paid by Tenant to Landlord upon demand with interest thereon at the Default Rate. Notwithstanding the foregoing, Tenant shall not be responsible for any remedial measures required for a violation of Law relating to the condition of the Premises as of the Commencement Date unless remedial measures are specifically required in a written notice from a governmental authority or unless such violation was caused by Tenant in its occupancy or ownership of the Premises prior to the Commencement Date.View More
Compliance with Laws. By accepting the Performance Shares, the Participant agrees to comply with applicable Brazilian laws and to pay any and all applicable taxes associated with the vesting of the Performance Shares, the receipt of dividends and/or the sale of Shares acquired under the Plan. CANADA 1. Settlement in Shares. Notwithstanding anything to the contrary in the Award Agreement, Addendum or the Plan, the Participant's Award shall be settled only in shares of Common Stock (and may not be settled in cash).
Compliance with Laws. By accepting the Performance Shares, the Participant agrees Restricted Stock Units, you agree to comply with applicable Brazilian laws and to pay any and all applicable taxes associated with the vesting of the Performance Shares, Restricted Stock Units, the receipt of dividends and/or the sale of Shares acquired under the Plan. CANADA 1. Settlement in Shares. Notwithstanding anything to the contrary in the Award Agreement, Addendum or the Plan, the Participant's your Award shall be settled only ...in shares of Common Stock (and may not be settled in cash). View More
Compliance with Laws. As a condition to the grant of these Upfront RFUs, you agree to repatriate all amounts attributable to the Upfront RFUs in accordance with local foreign exchange rules and regulations in your country of residence (and country of employment, if different), to the extent applicable. In addition, you also agree to take any and all actions, and consent to any and all actions taken by Invesco and its Affiliates as may be required to allow Invesco and its Affiliates to comply with local laws, rules an...d regulations in your country of residence (and country of employment, if different). Finally, you agree to take any and all actions as may be required to comply with your personal legal and tax obligations under local laws, rules and regulations in your country of residence (and country of employment, if different).View More
Compliance with Laws. As a condition to the grant of these Upfront Time-Vested RFUs, you agree to repatriate all amounts attributable to the Upfront Time-Vested RFUs in accordance with local foreign exchange rules and regulations in your country of residence (and country of employment, if different), to the extent applicable. In addition, you also agree to take any and all actions, and consent to any and all actions taken by Invesco and its Affiliates as may be required to allow Invesco and its Affiliates to comply w...ith local laws, rules and regulations in your country of residence (and country of employment, if different). Finally, you agree to take any and all actions as may be required to comply with your personal legal and tax obligations under local laws, rules and regulations in your country of residence (and country of employment, if different). View More
Compliance with Laws. As a condition to the grant of these Upfront RFUs, you agree to repatriate all amounts attributable to the Upfront RFUs in accordance with local foreign exchange rules and regulations in your country of residence (and country of employment, if different), to the extent applicable. In addition, you also You agree to take any and all actions, and consent to any and all actions taken by Invesco the Company and its Affiliates Affiliates, as may be required to allow Invesco the Company and its Affili...ates to comply with local laws, rules and regulations in your country of residence (and country of employment, if different). Finally, you agree to take any and all actions as may be required to comply with your personal legal legal, regulatory and tax obligations under local laws, rules and regulations in your country of residence (and country of employment, if different). View More
Compliance with Laws. The Company shall make reasonable efforts to comply with all applicable federal and state securities laws and listing requirements with respect to delivery of Shares pursuant to the Option; provided, however, notwithstanding any other provision of this Notice, the Company shall not be obligated to deliver any Shares pursuant to this Notice if the delivery or vesting thereof would result in a violation of any such law or listing requirement. 5 12. Successors and Assigns. Without limiting Section ...5, the provisions of this Notice shall inure to the benefit of, and be binding upon, the permitted successors, administrators, heirs, legal representatives and assigns of Grantee, and the successors and assigns of the Company.View More
Compliance with Laws. The Company shall make reasonable efforts to comply with all applicable federal and state securities laws and listing requirements with respect to delivery of Shares pursuant to the Option; provided, however, notwithstanding any other provision of this Notice, Agreement, and only to the extent permitted under Section 409A of the Code, the Company shall not be obligated to deliver any Shares pursuant to this Notice Agreement if the delivery or vesting thereof would result in a violation of any su...ch law or listing requirement. 5 3 12. Successors and Assigns. Without limiting Section 5, 6, the provisions of this Notice Agreement shall inure to the benefit of, and be binding upon, the permitted successors, administrators, heirs, legal representatives and assigns of the Grantee, and the successors and assigns of the Company. View More
Compliance with Laws. The Company shall make reasonable efforts to comply with all applicable federal and state securities laws and listing requirements with respect to delivery of the Shares pursuant to underlying the Option; Restricted Share Units; provided, however, notwithstanding any other provision of this Notice, the Company shall not be obligated to deliver any Shares pursuant to this Notice if the delivery or vesting thereof would result in a violation of any such law or listing requirement. 5 4 12. Successo...rs and Assigns. Without limiting Section 5, the provisions of this Notice shall inure to the benefit of, and be binding upon, the permitted successors, administrators, heirs, legal representatives and assigns of Grantee, and the successors and assigns of the Company. View More
