General Contract Clauses (3,314)

Grouped Into 75 Collections of Similar Clauses From Business Contracts

This page contains General clauses in business contracts and legal agreements. We have organized these clauses into groups of similarly worded clauses.
General. (a) Integration. You acknowledge and agree that this Agreement and any agreements explicitly incorporated by reference herein (e.g., the Equity Agreements and the Employee Non-Competition, Non-Solicitation, Confidentiality and Assignment Agreement) contain the entire agreement between you and the Company, and that this Agreement supersedes any and all prior or contemporaneous oral and/or written agreements between you and the Company. (b) Modification; Waiver; Severability. No variations or modi...fications hereof shall be deemed valid unless reduced to writing and signed by the parties hereto. The failure of the Company to seek enforcement of any provision of this Agreement in any instance or for any period of time shall not be construed as a waiver of such provision or the Company's right to seek enforcement of such provision in the future. The provisions of this Agreement are severable, and if for any reason any part hereof shall be found to be unenforceable, the remaining provisions shall be enforced in full. 7 (c) Choice of Law; Venue and Jurisdiction; Jury Waiver. This Agreement shall be deemed to have been made in the Massachusetts, shall take effect as an instrument under seal within Massachusetts, and shall be governed by and construed in accordance with the laws of the Commonwealth of Massachusetts, without giving effect to conflict of law principles. You agree that any action, demand, claim or counterclaim relating to the terms and provisions of this Agreement, or to its formation or breach, shall be commenced in Massachusetts in a court of competent jurisdiction, and you further acknowledge that venue for such actions shall lie exclusively in Massachusetts and that material witnesses and documents would be located in Massachusetts. Both parties hereby waive and renounce in advance any right to a trial by jury in connection with such legal action. (d) Knowing and Voluntary Execution. By executing this Agreement, you are acknowledging that you have been afforded sufficient time to understand the terms and effects of this Agreement, that your agreements and obligations hereunder are made voluntarily, knowingly and without duress, and that neither the Company nor its agents or representatives have made any representations inconsistent with the provisions of this Agreement. View More
General. (a) Integration. You acknowledge and agree that this Agreement and This Agreement, along with any agreements explicitly agreement expressly incorporated by reference herein (e.g., (including the Equity Agreements and the Employee Non-Competition, Non-Solicitation, Confidentiality and Assignment Agreement) contain the entire agreement between you and the Company, and that this Agreement Covenants Agreement, as modified herein) supersedes any and all prior or contemporaneous oral and/or written ag...reements between you the Employee and the Company, and sets forth the entire agreement between the Employee and the Company. (b) Modification; Waiver; Severability. No variations or modifications hereof shall be deemed valid unless reduced to writing and signed by the parties hereto. The failure of the Company to seek enforcement of any provision of this Agreement in any instance or for any period of time shall not be construed as a waiver of such provision or the Company's right to seek enforcement of such provision in the future. The provisions of this Agreement are severable, and if for any reason any part hereof shall be found to be unenforceable, the remaining provisions shall be enforced in full. 7 (c) Choice of Law; Venue and Jurisdiction; Jury Waiver. This Agreement shall be deemed to have been made in the Massachusetts, shall take effect as an instrument under seal within Massachusetts, and shall be governed by and construed in accordance with the laws of the Commonwealth of Massachusetts, without giving effect to conflict of law principles. You The Parties agree that any action, demand, claim or counterclaim relating to the terms and provisions of this Agreement, or to its formation or breach, Agreement shall be commenced in Massachusetts in a court of competent jurisdiction, and you further acknowledge that venue for such actions shall lie exclusively in Massachusetts and that material witnesses and documents would be located in Massachusetts. Both parties Parties hereby waive and renounce in advance any right to a trial by jury in connection with such legal action. (d) Knowing This Agreement may be signed on one or more copies, each of which when signed shall be deemed to be an original, and Voluntary Execution. By executing this Agreement, you are acknowledging that you have been afforded sufficient time to understand all of which together shall constitute one and the terms and effects of this Agreement, that your agreements and obligations hereunder are made voluntarily, knowingly and without duress, and that neither the Company nor its agents or representatives have made any representations inconsistent with the provisions of this same Agreement. View More
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General. 40.1 Captions. The captions and headings used in this Lease are for the purpose of convenience only and shall not be construed to limit or extend the meaning of any part of this Lease. 40.2 Executed Copy. This Lease may be executed in one or more counterparts, each of which shall constitute an original and all of which shall be one and the same agreement. The parties agree to accept a digital image (including but not limited to an image in the form of a PDF, JPEG, GIF file, or other e-signature)... of this Lease, if applicable, reflecting the execution of one or both of the parties, as a true and correct original. Any fully executed copy of this Lease shall be deemed an original for all purposes. 40.3 Time. Time is of the essence for the performance of each term, condition and covenant of this Lease. 40.4 Separability. If one or more of the provisions contained herein, except for the payment of Rent, is for any reason held to be invalid, illegal or unenforceable in any respect, such invalidity, illegality, or unenforceability shall not affect any other provision of this Lease, but this Lease shall be construed as if such invalid, illegal or unenforceable provision had not been contained herein. 40.5 Choice of Law. This Lease shall be construed and enforced in accordance with the laws of the State of California. The language in all parts of this Lease shall in all cases be construed as a whole according to its fair meaning and not strictly for or against either Landlord or Tenant. 40.6 Terminology. When the context of this Lease requires, the neuter gender includes the masculine, the feminine, a partnership or corporation or joint venture, and the singular includes the plural. 40.7 Binding Effect. The covenants and agreement contained in this Lease shall be binding on the parties hereto and on their respective successors and assigns to the extent this Lease is assignable. 40.8 Waiver. The waiver by Landlord or Tenant of any breach of any term, condition or covenant, of this Lease shall not be deemed to be a waiver of such provision or any subsequent breach of the same or any other term, condition or covenant of this Lease. The subsequent acceptance of Rent hereunder by Landlord or payment of Rent hereunder by Tenant shall not be deemed to be a waiver of any preceding breach at the time of acceptance or making of such payment other than with respect to the Rent so accepted. No covenant, term or condition of this Lease shall be deemed to have been waived by Landlord or Tenant unless such waiver is in writing signed by Landlord or Tenant as applicable. -28- 40.9 Entire Agreement. This Lease constitutes the entire agreement between the parties, and there are no agreements or representations between the parties except as expressed herein. Except as otherwise provided herein, no subsequent change or addition to this Lease shall be binding unless in writing and signed by the parties hereto. 40.10 Authority. Landlord represents that it holds legal title to the Premises and has the right to enter into this Lease. If Tenant or Landlord is a corporation, limited liability company or a partnership, each individual executing this Lease on behalf of said corporation, limited liability company or partnership, as the case may be, represents and warrants that he is duly authorized to execute and deliver this Lease on behalf of said entity in accordance with its corporate bylaws, operating agreement, statement of partnership or certificate of limited partnership, as the case may be, and that this Lease is binding upon said entity in accordance with its terms. 40.11 Exhibits. All exhibits, amendments, riders and addenda attached hereto are hereby incorporated herein and made a part hereof. View More
General. 40.1 Captions. 27.1Captions. The captions and headings used in this Lease are for the purpose of convenience only and shall not be construed to limit or extend the meaning of any part of this Lease. 40.2 Executed 27.2Executed Copy. This Lease may be executed in one or more counterparts, each of which shall constitute an original and all of which shall be one and the same agreement. The parties agree to accept a digital image (including but not limited to an image in the form of a PDF, JPEG, GIF ...file, or other e-signature) of this Lease, if applicable, reflecting the execution of one or both of the parties, as a true and correct original. Any fully executed copy of this Lease shall be deemed an original for all purposes. 40.3 Time. 27.3Time. Time is of the essence for the performance of each term, condition and covenant of this Lease. 40.4 Separability. 27.4Separability. If one or more of the provisions contained herein, except for the payment of Rent, is for any reason held to be invalid, illegal or unenforceable in any respect, such invalidity, illegality, or unenforceability shall not affect any other provision of this Lease, but this Lease shall be construed as if such invalid, illegal or unenforceable provision had not been contained herein. 40.5 Choice 27.5Choice of Law. This Lease shall be construed and enforced in accordance with the laws of the State of California. The language in all parts of this Lease shall in all cases be construed as a whole according to its fair meaning and not strictly for or against either Landlord or Tenant. 40.6 Terminology. When the context of this Lease requires, the neuter gender includes the masculine, the feminine, a partnership or corporation or joint venture, and the singular includes the plural. 40.7 Binding 27.6Binding Effect. The covenants and agreement contained in this Lease shall be binding on the parties hereto and on their respective successors and assigns to the extent this Lease is assignable. 40.8 Waiver. 10 | Page 27.7Waiver. The waiver by Landlord or Tenant of any breach of any term, condition or covenant, of this Lease shall not be deemed to be a waiver of such provision or any subsequent breach of the same or any other term, condition or covenant of this Lease. The subsequent acceptance of Rent hereunder by Landlord or payment of Rent hereunder by Tenant shall not be deemed to be a waiver of any preceding breach at the time of acceptance or making of such payment other than with respect to the Rent so accepted. No covenant, term or condition of this Lease shall be deemed to have been waived by Landlord or Tenant unless such waiver is in writing signed by Landlord or Tenant as applicable. -28- 40.9 Entire 27.8Entire Agreement. This Lease constitutes the entire agreement between the parties, and there are no agreements or representations between the parties except as expressed herein. Except as otherwise provided herein, no subsequent change or addition to this Lease shall be binding unless in writing and signed by the parties hereto. 40.10 Authority. 27.9Authority. Landlord represents that it holds legal title to the Premises and has the right to enter into this Lease. If Tenant or Landlord is a corporation, limited liability company or a partnership, each individual executing this Lease on behalf of said corporation, limited liability company or partnership, as the case may be, represents and warrants that he is duly authorized to execute and deliver this Lease on behalf of said entity in accordance with its corporate bylaws, operating agreement, statement of partnership or certificate of limited partnership, as the case may be, and that this Lease is binding upon said entity in accordance with its terms. 40.11 Exhibits. 27.10Exhibits. All exhibits, amendments, riders and addenda attached hereto are hereby incorporated herein and made a part hereof. View More
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General. 20.1 Assignment. Neither party may assign or transfer this Agreement or delegate its obligations hereunder, in whole or in part, without the prior written consent of the other party. The foregoing notwithstanding, either party may, without consent, assign this Agreement, in whole or in part, to any of its Affiliates or to any successor to all or substantially all of its business which concerns this Agreement (whether by sale of assets or equity, merger, consolidation or otherwise), provided that... such successor or assignee agrees in writing to assume all of Supplier's obligations under this Agreement. In the event Supplier is acquired by any entity set forth on Exhibit B to this Agreement that at the time of such acquisition is a direct competitor of Cisco with respect to a Product, and Cisco declines to enter into a business relationship with such competitor, Cisco shall be entitled to terminate this Agreement for convenience. Subject to the foregoing, this Agreement shall be binding upon, and inure to the benefit of, the successors, representatives and permitted assigns of the parties. Any attempt to assign or transfer or delegate without such consent is void. 20.2 Notices. All notices will be delivered via express courier, via registered or certified mail, or via fax if confirmed by registered or certified mail, to the following addresses: Cisco Systems, Inc.Acacia Communications, Inc.170 West Tasman Drive3 Mill and Main Place, Suite 400San Jose, CA 95134 Maynard, MA 01754Attn: V.P., Supply Chain OperationsAttn: John LoMedico, VP Sales and Business DevelopmentCopy to General Counsel Copy to General Counsel[at the same address as listed above] [at the same address listed above] 20.3 Governing Law. This Agreement will be governed by New York law, without regard to its principles of conflicts of law. The United Nations Convention on Contracts for the International Sale of Goods is specifically disclaimed. The state and/or federal courts residing in New York County, New York shall have exclusive jurisdiction over any dispute or claim arising out of this Agreement. 20.4 Counterparts. This Agreement may be executed in one or more counterparts, each of which will be an original and together which shall constitute one and the same instrument. 20.5 Entire Agreement. This Agreement, together with any Exhibits, schedules, attachments and information, policies, and documents incorporated herein , contain the entire understanding of the parties with respect to the subject matter hereof and supersedes all prior written or oral agreements between the parties regarding the subject matter. View More
General. 20.1 Assignment. Neither party may assign or transfer this Agreement or delegate its obligations hereunder, in whole or in part, without the prior written consent of the other party. The foregoing notwithstanding, either party may, without consent, assign this Agreement, in whole or in part, to any of its Affiliates or to any successor to all or substantially all of its business which concerns this Agreement (whether by sale of assets or equity, merger, consolidation or otherwise), provided that... such successor or assignee agrees in writing to assume all of Supplier's obligations under this Agreement. In the event Supplier is acquired by any entity set forth on Exhibit B to this Agreement that at the time of such acquisition is a direct competitor of Cisco with respect to a Product, and Cisco declines to enter into a business relationship with such competitor, Cisco shall be entitled to terminate this Agreement for convenience. Subject to the foregoing, this Agreement shall be binding upon, and inure to the benefit of, the successors, representatives and permitted assigns of the parties. Any attempt to assign or transfer or delegate without such consent is void. 20.2 Notices. All notices will be delivered via express courier, via registered or certified mail, or via fax if confirmed by registered or certified mail, to the following addresses: Cisco Systems, Inc.Acacia Systems International B.V.Acacia Communications, Inc.170 West Tasman Drive3 Inc.Haarlerbergpark3 Mill and Main Place, Suite 400San Jose, CA 95134 400Haarlerbergweg 13-19 Maynard, MA 01754Attn: V.P., Supply Chain OperationsAttn: 017541101 CH AmsterdamAttn: John LoMedico, VP Sales and Business DevelopmentCopy andThe NetherlandsBusiness DevelopmentAttn: Director, Finance Copy to General Counsel Copy to General Counsel[at Counsel [at the same address as listed above] [at the same address as listed above] 20.3 Governing Law. This Agreement will be governed by New York law, without regard to its principles of conflicts of law. The United Nations Convention on Contracts for the International Sale of Goods is specifically disclaimed. The state and/or federal courts residing in New York County, New York shall have exclusive jurisdiction over any dispute or claim arising out of this Agreement. 20.4 Counterparts. This Agreement may be executed in one or more counterparts, each of which will be an original and together which shall constitute one and the same instrument. 20.5 Entire Agreement. This Agreement, together with any Exhibits, schedules, attachments and information, policies, and documents incorporated herein , contain the entire understanding of the parties with respect to the subject matter hereof and supersedes all prior written or oral agreements between the parties regarding the subject matter. View More
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General. The Company has granted to Participant the Option effective as of the grant date set forth in the Notice (the "Grant Date"). (b) Incorporation of Terms of Plan. The Option is subject to the terms of this Agreement and the Plan, which is incorporated herein by reference. In the event of any inconsistency between the Plan and this Agreement, the Plan will control.
General. The Company has granted to Participant the Option effective as of the grant date set forth in the Grant Notice (the "Grant Date"). (b) 1.2 Incorporation of Terms of Plan. The Option is subject to the terms of and conditions set forth in this Agreement and the Plan, which is incorporated herein by reference. In the event of any inconsistency between the Plan and this Agreement, the terms of the Plan will control.
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General. No Member of the Seller Group is in default with respect to any Order pertaining to the Business. The Business is and at all times has been operated in compliance in all material respects with all applicable Laws.
General. No Member of the The Seller Group is not in default with respect to any Order pertaining to the Business. The Business is and at all times has been operated in material compliance in all material respects with all applicable Laws.
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General. (a) Successor to and Continuation of Prior Plan. The Plan is intended as the successor to and continuation of the Clip Interactive, LLC 2013 Equity Incentive Plan, as amended (the "2013 Plan"). From and after 12:01 a.m. Mountain Time on the IPO Date, no additional stock awards will be granted under the 2013 Plan. All Awards granted on or after 12:01 a.m. Mountain Time on the IPO Date will be granted under this Plan. All stock awards granted under the 2013 Plan will remain subject to the terms of... the 2013 Plan. (i) Any shares that would otherwise remain available for future grants under the 2013 Plan as of 12:01 a.m. Mountain Time on the IPO Date (the "2013 Plan's Available Reserve") will cease to be available under the 2013 Plan at such time. (ii) In addition, from and after 12:01 a.m. Mountain Time on the IPO Date, any shares subject, at such time, to outstanding stock awards granted under the 2013 Plan that (i) expire or terminate for any reason prior to exercise or settlement; (ii) are forfeited because of the failure to meet a contingency or condition required to vest such shares or otherwise return to the Company; or (iii) are reacquired, withheld (or not issued) to satisfy a tax withholding obligation in connection with an award or to satisfy the purchase price or exercise price of a stock award (such shares the "Returning Shares") will immediately be added to the Share Reserve (as further described in Section 3(a) below) as and when such shares become Returning Shares. (b) Eligible Award Recipients. Employees, Directors and Consultants are eligible to receive Awards. (c) Available Awards. The Plan provides for the grant of the following Awards: (i) Incentive Stock Options, (ii) Nonstatutory Stock Options, (iii) Stock Appreciation Rights, (iv) Restricted Stock Awards, (v) Restricted Stock Unit Awards, (vi) Performance Stock Awards, (vii) Performance Cash Awards, and (viii) Other Stock Awards. (d) Purpose. The Plan, through the grant of Awards, is intended to help the Company secure and retain the services of eligible award recipients, provide incentives for such persons to exert maximum efforts for the success of the Company and any Affiliate, and provide a means by which the eligible recipients may benefit from increases in value of the Common Stock. View More
General. (a) Successor to and Continuation of Prior 2013 Plan. The Plan is intended as the successor to and continuation of the Clip Interactive, LLC Intra-Cellular Therapies, Inc. Amended and Restated 2013 Equity Incentive Plan, as amended Plan (the "2013 Plan"). From and after 12:01 a.m. Mountain Time on Following the IPO Effective Date, no additional stock awards will may be granted under the 2013 Plan. All Awards granted on Plan or after 12:01 a.m. Mountain Time on the IPO Date will be granted under ...this Plan. All stock awards granted under Intra-Cellular Therapies, Inc. 2003 Equity Incentive Plan (the "2003 Plan") (each of the 2013 Plan will remain subject to the terms of the 2013 Plan. (i) and 2003 Plan, a "Prior Plan"). Any unallocated shares that would otherwise remain remaining available for future grants grant under the 2013 Plan as of 12:01 a.m. Mountain Eastern Time on the IPO Effective Date (the "2013 Plan's Available Reserve") will cease to be available under the 2013 Plan at such time. (ii) In addition, from time and will be added to the Share Reserve (as defined in Section 3(a)(i)) and be then immediately available for grant and issuance pursuant to Awards granted under this Plan. From and after 12:01 a.m. Mountain Eastern Time on the IPO Effective Date, any shares subject, at such time, to all outstanding stock awards granted under the 2013 Plan that (i) expire or terminate for any reason prior to exercise or settlement; (ii) are forfeited because either of the failure to meet Prior Plans (each, a contingency or condition required to vest such shares or otherwise return "Prior Plan Award") will remain subject to the Company; or (iii) are reacquired, withheld (or not issued) to satisfy a tax withholding obligation terms of the applicable Prior Plan; provided, however, that the Prior Plan Returning Shares (as defined in connection with an award or to satisfy the purchase price or exercise price of a stock award (such shares the "Returning Shares") Section 3(a)(ii)) will immediately be added to the Share Reserve (as further described defined in Section 3(a) below) 3(a)(i)) as and when such shares become Prior Plan Returning Shares. Shares and will become available for grant and issuance pursuant to Awards granted under this Plan. All Awards granted on or after 12:01 a.m. Eastern Time on the Effective Date will be subject to the terms of this Plan. (b) Eligible Award Recipients. Employees, Directors and Consultants are eligible to receive Stock Awards. (c) Available Awards. The Plan provides for the grant of the following types of Awards: (i) Incentive Stock Options, (ii) Nonstatutory Stock Options, (iii) Stock Appreciation Rights, (iv) Restricted Stock Awards, (v) Restricted Stock Unit Awards, and (vi) Performance Stock Awards, (vii) Performance Cash Awards, and (viii) Other Stock Awards. (d) Purpose. The Plan, through the grant granting of Stock Awards, is intended to help the Company secure and retain the services of eligible award recipients, provide provides incentives for such these persons to exert maximum efforts for the success of the Company and any Affiliate, Affiliate and provide a means by which the eligible recipients may benefit from increases in value of the Common Stock. View More
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General. This Agreement, including Exhibit A, constitutes the complete, final and exclusive embodiment of the entire agreement between you and the Company with regard to this subject matter. It is entered into without reliance on any promise or representation, written or oral, other than those expressly contained herein, and it supersedes any other such promises, warranties or representations. This Agreement may not be modified or amended except in a writing signed by both you and a duly authorized offic...er of the Company. This Agreement will bind the heirs, personal representatives, successors and assigns of both you and the Company, and inure to the benefit of both you and the Company, their heirs, successors and assigns. If any provision of this Agreement is determined to be invalid or unenforceable, in whole or in part, this determination will not affect any other provision of this Agreement and the provision in question will be modified by the court so as to be rendered enforceable to the fullest extent permitted by law, consistent with the intent of the parties. This Agreement will be deemed to have been entered into and will be construed and enforced in accordance with the laws of the State of Arizona as applied to contracts made and to be performed entirely within Arizona. If this Agreement is acceptable to you, please sign below and return the original to me. You must return this signed Agreement, with the revocation period having elapsed, within sixty (60) days. I wish you good luck in your future endeavors. Sincerely, Senestech, Inc. By: /s/ Jamie Bechtel Jamie Bechtel, Director Exhibit A – Proprietary Information and Inventions Agreement 6 Accepted and Agreed: /s/ Loretta P. Mayer Loretta Mayer December 16, 2019 Date 7 EX-10.5 5 f10k2019ex10-5_senestech.htm SEPARATION AGREEMENT BETWEEN THE REGISTRANT AND LORETTA P. MAYER, PH.D., DATED DECEMBER 18, 2019 Exhibit 10.5 November 12, 2019 Dr. Loretta Mayer Via Email Delivery Re: Separation Agreement Dear Loretta: This letter sets forth the substance of the separation agreement (the "Agreement") that SenesTech, Inc. (the "Company") is offering to you to aid in your employment transition. View More
General. This Agreement, including Exhibit A, constitutes the complete, final and exclusive embodiment of the entire agreement between you and the Company with regard to this subject matter. It is entered into without reliance on any promise or representation, written or oral, other than those expressly contained herein, and it supersedes any other such promises, warranties or representations. This Agreement may not be modified or amended except in a writing signed by both you and a duly authorized offic...er of the Company. This Agreement will bind the heirs, personal representatives, successors and assigns of both you and the Company, and inure to the benefit of both you and the Company, their heirs, successors and assigns. If any provision of this Agreement is determined to be invalid or unenforceable, in whole or in part, this determination will not affect any other provision of this Agreement and the provision in question will be modified by the court so as to be rendered enforceable to the fullest extent permitted by law, consistent with the intent of the parties. This Agreement will be deemed to have been entered into and will be construed and enforced in accordance with the laws of the State of Arizona as applied to contracts made and to be performed entirely within Arizona. If this Agreement is acceptable to you, please sign below and return the original to me. You must return this signed Agreement, with the revocation period having elapsed, within sixty (60) days. I wish you good luck in your future endeavors. Sincerely, Senestech, Inc. By: /s/ Jamie Bechtel Jamie Bechtel, Director Exhibit A – Proprietary Information and Inventions Agreement 6 Accepted and Agreed: /s/ Loretta P. Mayer Loretta Mayer December 16, 2019 Cheryl A. Dyer, Ph.D. Cheryl Dyer 12/17/19 Date 7 EX-10.5 5 f10k2019ex10-5_senestech.htm EX-10.7 6 f10k2019ex10-7_senestech.htm SEPARATION AGREEMENT BETWEEN THE REGISTRANT AND LORETTA P. MAYER, CHERYL A. DYER, PH.D., DATED DECEMBER 18, 2019 Exhibit 10.5 10.7 November 12, 2019 Dr. Loretta Mayer Cheryl Dyer Via Email Delivery Re: Separation Agreement Dear Loretta: Cheryl: This letter sets forth the substance of the separation agreement (the "Agreement") that SenesTech, Inc. (the "Company") is offering to you to aid in your employment transition. View More
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General. Maker represents and warrants that this Note evidences a loan for business or commercial purposes. By executing this Note, Maker confirms (a) having read and understood the provisions hereof and (b) Maker's agreement with all terms and conditions contained herein.
General. Maker represents and warrants that this Note evidences a loan for business or commercial purposes. By executing this Note, Maker confirms (a) having read and understood the provisions hereof and (b) Maker's agreement with all terms and conditions contained herein.
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General. Unless otherwise defined herein, the terms defined in the Protective Insurance Corporation Long-Term Incentive Plan (the "Plan") shall have the same defined meanings in this Award Agreement. The Plan and the Employee's Agreement(s) (as defined below), which are incorporated by reference, and this Award Agreement, constitute the entire understanding and agreement between Employee and the Company regarding the target number of Performance Units and restricted shares in your account. a. "Employee's... Agreement" shall mean the [Insert name and date of any employment or Non-Compete/Severance agreement with Employee] b. "Performance Units" means the right of a Participant to receive cash or Shares, upon achievement of the Performance Goals, in accordance with the Plan. c. "Share" shall mean one share of the Company's Class B Common Stock. View More
General. Unless otherwise defined herein, the terms defined in the Protective Insurance Corporation Long-Term Incentive Plan (the "Plan") shall have the same defined meanings in this Award Agreement. The Plan and the Employee's Agreement(s) (as defined below), which are incorporated by reference, and this Award Agreement, constitute the entire understanding and agreement between Employee and the Company regarding the target number of Performance Units and restricted shares in your account. a. "Employee's... Agreement" shall mean the [Insert name and date of any employment or Non-Compete/Severance agreement with Employee] b. "Performance Units" means the right of a Participant to receive cash or Shares, upon achievement of the Performance Goals, in accordance with the Plan. c. "Share" shall mean one share of the Company's Class B Common Stock. d. "Vesting Period" shall mean the period from the date of Stock Grant to the date the Stock Gant vests. View More
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General. (a) Effect of this Amendment No. 6 (b) Fees. Borrower agrees to pay on demand all expenses of Agent and Lenders in connection with the preparation, negotiation, execution, delivery and administration of this Amendment No.
General. (a) Effect of this Amendment No. 6 3 (b) Fees. Borrower agrees to pay on demand all expenses of Agent and Lenders in connection with the preparation, negotiation, execution, delivery and administration of this Amendment No.
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