Grouped Into 1,148 Collections of Similar Clauses From Business Contracts
This page contains Governing Law clauses in business contracts and legal agreements. We have organized these clauses into groups of similarly worded clauses.
Governing Law. This Agreement shall be governed by and construed in all respects in accordance with the laws of the State of New Jersey without regard to its conflict of law rules. EMPLOYER and EMPLOYEE hereby agree that any dispute concerning this Agreement shall be subject to the exclusive jurisdiction of the state courts and federal courts located in New Jersey. 6 EMPLOYEE ACKNOWLEDGES THAT HE HAS HAD AN OPPORTUNITY TO DISCUSS THIS AGREEMENT WITH AN ATTORNEY AND AGREES THAT HE FULLY UNDERSTANDS THIS AGREEME...NT, INCLUDING THAT IT WAIVES ANY CLAIMS HE MAY HAVE UNDER THE AGE DISCRIMINATION IN EMPLOYMENT ACT, ACCEPTS IT, AGREES TO IT, AND AGREES THAT IT IS FULLY BINDING UPON HIM FOR ALL PURPOSES. Sworn and subscribed before me this EMPLOYEE 20 day of November, 2017 /s/ Cheryl M. Miller /s/ Gregory Barrett NOTARY PUBLIC Gregory Barrett ZAIS GROUP, LLC /s/ Michael Szymanski Michael Szymanski, President 7 Exhibit A (includes affiliates of the below listed entities) [***] 8 EX-10.38 2 tv487565_ex10-38.htm EXHIBIT 10.38 Exhibit 10.38 Pursuant to 17 CFR 240.24b-2, confidential information has been omitted in places marked "[***]" and has been filed separately with the Securities and Exchange Commission pursuant to a Confidential Treatment Application filed with the Commission. SEPARATION AND RELEASE AGREEMENT This Separation and Release Agreement ("Agreement") is made by and between ZAIS Group, LLC ("EMPLOYER" or "ZAIS") and Gregory Barrett ("EMPLOYEE") as of November 20, 2017. RECITALS A. For purposes of this Agreement, "EMPLOYER" means ZAIS Group, LLC and includes each of its predecessors, successors in interest, assigns, parent and subsidiary organizations, affiliates, and partners, and its past, present, and future officers, directors, shareholders, agents, and employees, and their heirs and assigns. B. As a result of EMPLOYEE's separation from employment as set forth herein, and to fully and finally resolve all issues concerning EMPLOYEE's employment relationship with EMPLOYER, EMPLOYER and EMPLOYEE have decided to enter into this Agreement. C. For and in consideration of the mutual promises and covenants in this Agreement, and for other good and valuable consideration, the receipt and sufficiency of which is hereby acknowledged, the parties agree as follows: OPERATIVE PROVISIONS 1. Separation of Employment. EMPLOYER and EMPLOYEE agree that, except as otherwise provided herein, EMPLOYEE's employment relationship with EMPLOYER will terminate on December 31, 2017 (the "Separation Date") and EMPLOYEE hereby resigns effective upon the Separation Date. In addition, EMPLOYEE hereby resigns, effective immediately, from any and all positions EMPLOYEE holds as an officer and/or director of ZAIS Group Holdings, Inc., ZAIS and any other affiliates of ZAIS, whether or not EMPLOYEE is named as such. Effective immediately, EMPLOYEE will no longer report to EMPLOYER's office in Red Bank, New Jersey, but will be available through and until the Separation Date, upon the reasonable request of any of the EMPLOYER'S Chief Investment Officer, Chief Executive Officer ("CEO") or EMPLOYEE'S successor as head of the Client Relations group and, to assist EMPLOYER as reasonably required during normal business hours. EMPLOYEE will no longer conduct any business on behalf of the Company unless specifically requested to do so in writing by any of the persons specified in the immediately preceding sentence. EMPLOYEE will keep the CEO currently apprised of any business developments directly affecting EMPLOYER of which he is made aware, including any contacts made to him by current investors of EMPLOYER or prospective investors or intermediaries with whom he has interacted while employed by EMPLOYER.View More
Governing Law. This Agreement shall be governed by and construed in all respects in accordance with the laws of the State of New Jersey without regard to its conflict of law rules. EMPLOYER and EMPLOYEE hereby agree that any dispute concerning this Agreement shall be subject to the exclusive jurisdiction of the state courts and federal courts located in New Jersey. 6 7 EMPLOYEE ACKNOWLEDGES THAT HE SHE HAS HAD AN OPPORTUNITY TO DISCUSS THIS AGREEMENT WITH AN ATTORNEY AND AGREES THAT HE SHE FULLY UNDERSTANDS TH...IS AGREEMENT, INCLUDING THAT IT WAIVES ANY CLAIMS HE SHE MAY HAVE UNDER THE AGE DISCRIMINATION IN EMPLOYMENT ACT, ACCEPTS IT, AGREES TO IT, AND AGREES THAT IT IS FULLY BINDING UPON HIM HER FOR ALL PURPOSES. Sworn and subscribed before me this EMPLOYEE 20 30 day of November, 2017 2016 /s/ Cheryl M. Miller Ann O'Dowd /s/ Gregory Barrett Donna Blank NOTARY PUBLIC Gregory Barrett Donna Blank ZAIS GROUP, GROUP LLC /s/ Michael F. Szymanski Michael Szymanski, President 7 F. Szymanski 8 EX-10.35 4 v461169_ex10-35.htm EXHIBIT 10.35 Exhibit A (includes affiliates of the below listed entities) [***] 8 EX-10.38 2 tv487565_ex10-38.htm EXHIBIT 10.38 Exhibit 10.38 Pursuant to 17 CFR 240.24b-2, confidential information has been omitted in places marked "[***]" and has been filed separately with the Securities and Exchange Commission pursuant to a Confidential Treatment Application filed with the Commission. 10.35 SEPARATION AND RELEASE AGREEMENT This Separation and Release Agreement ("Agreement") ("Agreement"), dated November 22, 2016, is made by and between ZAIS Group, LLC ("EMPLOYER" or "ZAIS") and Gregory Barrett ("EMPLOYEE") as of November 20, 2017. Donna Blank ("EMPLOYEE"). RECITALS A. For A.For purposes of this Agreement, "EMPLOYER" means ZAIS Group, LLC and includes each of its predecessors, successors in interest, assigns, parent and subsidiary organizations, affiliates, and partners, and its past, present, and future officers, directors, shareholders, agents, and employees, and their heirs and assigns. B. B.EMPLOYEE has advised EMPLOYER of EMPLOYEE'S decision to resign as an employee of EMPLOYER and as an officer and/or director of EMPLOYER and any subsidiary or affiliate of EMPLOYER, effective November 30, 2016. C As a result of EMPLOYEE's separation from employment as set forth herein, and to fully and finally resolve all issues concerning EMPLOYEE's employment relationship with EMPLOYER, EMPLOYER and EMPLOYEE have decided to enter into this Agreement. C. D For and in consideration of the mutual promises and covenants in this Agreement, and for other good and valuable consideration, the receipt and sufficiency of which is hereby acknowledged, the parties agree as follows: OPERATIVE PROVISIONS 1. Separation of Employment. EMPLOYER and EMPLOYEE agree that, except as otherwise provided herein, that EMPLOYEE's employment relationship with EMPLOYER will terminate at the close of business on December 31, 2017 November 30, 2016 (the "Separation Date") and Date"). Provided that EMPLOYEE hereby resigns effective upon the Separation Date. does not commit any act or omission which would constitute "for cause" or "cause", as defined in your employment agreement dated May 14, 2015, such termination will be deemed to be other than for cause. In addition, EMPLOYEE hereby resigns, (i) will resign, effective immediately, on the Separation Date, as Chief Financial Officer of ZAIS Group Holdings, Inc. and from any and all other positions EMPLOYEE holds as an officer and/or director of ZAIS Group Holdings, Inc., ZAIS Financial Corp., ZAIS and any other affiliates of ZAIS, whether or not EMPLOYEE is named as such. Effective immediately, EMPLOYEE will no longer report to EMPLOYER's office in Red Bank, New Jersey, but will be available through and until the Separation Date, upon the reasonable request of any of the EMPLOYER'S Chief Investment Officer, Chief Executive Officer ("CEO") or EMPLOYEE'S successor as head of the Client Relations group and, to assist EMPLOYER as reasonably required during normal business hours. EMPLOYEE will no longer conduct any business on behalf of the Company unless specifically requested to do so in writing by any of the persons specified in the immediately preceding sentence. EMPLOYEE will keep the CEO currently apprised of any business developments directly affecting EMPLOYER of which he is made aware, including any contacts made to him by current investors of EMPLOYER or prospective investors or intermediaries with whom he has interacted while employed by EMPLOYER.View More
Governing Law. This Agreement shall be interpreted and the rights and liabilities of the Parties determined in accordance with the laws of the State of California, excluding its conflict of laws rules.
Governing Law. This Agreement shall be interpreted and the rights and liabilities of the Parties determined in accordance with the laws of the State of California, excluding New York, including its conflict of laws rules.
Governing Law. This Agreement shall be interpreted and the rights and liabilities of the Parties determined in accordance with the laws of the State of California, New York, excluding its conflict of laws rules.
Governing Law. This Agreement has been executed and delivered in the State of Ohio and its validity, interpretation, performance, and enforcement shall be governed by the laws of the State of Ohio, except to the extent that federal law is governing.
Governing Law. This Agreement has been executed and delivered in the State of Ohio and its validity, interpretation, performance, performance and enforcement shall be governed by the laws of the State of Ohio, without reference to principles of conflict of laws, except to the extent that federal law is governing.
Governing Law. THIS AGREEMENT SHALL BE INTERPRETED, AND THE RIGHTS AND LIABILITIES OF THE PARTIES HERETO DETERMINED, IN ACCORDANCE WITH THE INTERNAL LAWS OF THE STATE OF CALIFORNIA.
Governing Law. THIS AGREEMENT SHALL BE INTERPRETED, INTERPRETED AND THE RIGHTS AND LIABILITIES OF THE PARTIES HERETO DETERMINED, DETERMINED IN ACCORDANCE WITH THE INTERNAL LAWS OF THE STATE OF CALIFORNIA. NEW YORK.
Governing Law. This Agreement has been made in and shall be construed in accordance with the laws of the State of Michigan. Michigan, without regard to its choice of law rules.
Governing Law. This Agreement shall be construed in all respects in accordance with, and governed by the internal laws (as opposed to conflicts of law provisions) of the State of Colorado, except that (a) questions as to perfection of CPC's security interest and the effect of perfection or non-perfection and priority of CPC's security interest shall be governed by the law which would be applicable except for this Section, and (b) the provisions of the AAA shall govern all arbitration proceedings hereunder.
Governing Law. This Agreement shall be construed in all respects in accordance with, and governed by the internal laws (as opposed to conflicts of law provisions) of the State of Colorado, except that (a) questions as to perfection of CPC's security interest and the effect of perfection or non-perfection and priority of CPC's security interest shall be governed by the law which would be applicable except for this Section, and (b) the provisions of the AAA FAA shall govern all arbitration proceedings hereunder....View More
Governing Law. This Plan shall be construed and interpreted in accordance with the laws of the State of Nevada without regard to principles of conflicts of law thereof, or principles of conflicts of laws of any other jurisdiction that could cause the application of the laws of any jurisdiction other than the State of Nevada. 5 17. Severability. Every provision of this Plan is intended to be severable and any illegal or invalid term shall not affect the validity or legality of the remaining terms.
Governing Law. This Plan shall be construed and interpreted in accordance with the laws of the State of Nevada without regard to principles of conflicts of law thereof, or principles of conflicts of laws of any other jurisdiction that could cause the application of the laws of any jurisdiction other than the State of Nevada. 5 11 17. Severability. Every provision of this Plan is intended to be severable and any illegal or invalid term shall not affect the validity or legality of the remaining terms.
Governing Law. This Agreement shall be governed by, and construed in accordance with, the laws of the State of Washington. Exhibit A Deltic Timber Corp. International Paper Co. Louisiana-Pacific Corp. Mead-Westvaco Corporation Potlatch Corporation Rayonier Inc. The St. Joe Company Universal Forest Products Inc. Weyerhaeuser Co. EX-10.Y 15 wy-123116xex10y.htm EXHIBIT 10.Y Exhibit EXHIBIT 10(y)2014 PLUM CREEK TIMBER COMPANY, INC. AWARD AGREEMENT This AWARD AGREEMENT made as of the 3rd day of February 2014 (the "...Agreement"), between Plum Creek Timber Company, Inc., a Delaware corporation (the "Company"), and the individual identified on the Award Agreement Acceptance attached hereto (the "Acceptance"), an employee of Plum Creek Timberlands, L.P., a subsidiary of the Company ("Employee"). In recognition of the important contributions that Employee makes to the success of the Company, and in consideration of the mutual agreements and other matters set forth herein and in the 2012 Plum Creek Timber Company, Inc. Stock Incentive Plan, as the same may be amended from time to time (the "Plan"), which Plan is incorporated herein by reference as a part of this Agreement, the Company hereby grants to Employee under the Plan the following long-term incentive awards on the terms and conditions set forth below. A. Definitions. Capitalized terms used herein, unless otherwise defined herein, shall have the meanings ascribed to such terms in the Plan. The following definitions will apply for purposes of this Agreement: 1. "Award" means an Award of Restricted Stock Units and/or Value Management Award granted hereunder and under the Plan.2. "Grant Date" means the date of this Agreement.3. "Peer Group" means the Company's peer group set forth in Section C.3. hereof.4. "Performance Goals" means the performance goals set forth in Section C.4 hereof.5. "Performance Period" means the three-year period beginning on January 1, 2014 and ending on December 31, 2016.6. "Restricted Period" means the four-year period beginning on the Grant Date and ending on February 3, 2018.7. "Securities Act" means the Securities Act of 1933, as amended.8. "Total Shareholder Return" means a computation consisting of the price appreciation or depreciation of the Stock, plus dividends paid, as calculated by the Committee in its reasonable discretion. 9. "Vested" or "Vesting" means that portion of the Restricted Stock Units that are paid and transferred to Employee in shares of Stock and as to which Employee has acquired a non-forfeitable right in accordance with the vesting schedule in Section B.2.10. "Vesting Dates" means the dates set forth in the vesting schedule in Section B.2 of this Agreement. B. Restricted Stock Unit Award. 1. Grant of Restricted Stock Units. The Company hereby grants to Employee that number of Restricted Stock Units as is set forth in the Acceptance, on the terms and conditions set forth herein and in the Plan, and subject to such other restrictions, if any, as may be imposed by law.View More
Governing Law. This Agreement shall be governed by, and construed in accordance with, the laws of the State of Washington. Exhibit A Deltic Timber Corp. International Paper Co. Louisiana-Pacific Corp. Mead-Westvaco Corporation Potlatch Corporation Rayonier Inc. The St. Joe Company Universal Forest Products Inc. Weyerhaeuser Co. EX-10.Y 15 wy-123116xex10y.htm EX-10.AA 3 wy-123116xex10aa.htm EXHIBIT 10.Y 10.AA Exhibit EXHIBIT 10(y)2014 10(aa)2016 PLUM CREEK TIMBER COMPANY, INC. AWARD AGREEMENT This AWARD AGREEME...NT made as of the 3rd 2rd day of February 2014 2016 (the "Agreement"), between Plum Creek Timber Company, Inc., a Delaware corporation (the "Company"), and the individual identified on the Award Agreement Acceptance attached hereto (the "Acceptance"), an employee of Plum Creek Timberlands, L.P., a subsidiary of the Company ("Employee"). In recognition of the important contributions that Employee makes to the success of the Company, and in consideration of the mutual agreements and other matters set forth herein and in the 2012 Plum Creek Timber Company, Inc. Stock Incentive Plan, as the same may be amended from time to time (the "Plan"), which Plan is incorporated herein by reference as a part of this Agreement, the Company hereby grants to Employee under the Plan the following long-term incentive awards on the terms and conditions set forth below. A. Definitions. Capitalized terms used herein, unless otherwise defined herein, shall have the meanings ascribed to such terms in the Plan. The following definitions will apply for purposes of this Agreement: 1. "Award" means an Award of Restricted Stock Units and/or Value Management Award granted hereunder and under the Plan.2. "Grant Date" means the date of this Agreement.3. "Peer Group" means the Company's peer group set forth in Section C.3. hereof.4. "Performance Goals" means the performance goals set forth in Section C.4 hereof.5. "Performance Period" means the three-year period beginning on January 1, 2014 and ending on December 31, 2016.6. "Restricted Period" means the four-year period beginning on the Grant Date and ending on February 3, 2018.7. 20204. "Securities Act" means the Securities Act of 1933, as amended.8. "Total Shareholder Return" means a computation consisting of the price appreciation or depreciation of the Stock, plus dividends paid, as calculated by the Committee in its reasonable discretion. 9. amended.5. "Vested" or "Vesting" means that portion of the Restricted Stock Units that are paid and transferred to Employee in shares of Stock and as to which Employee has acquired a non-forfeitable right in accordance with the vesting schedule in Section B.2.10. B.2.6. "Vesting Dates" means the dates set forth in the vesting schedule in Section B.2 of this Agreement. B. Restricted Stock Unit Award. 1. Grant of Restricted Stock Units. The Company hereby grants to Employee that number of Restricted Stock Units as is set forth in the Acceptance, on the terms and conditions set forth herein and in the Plan, and subject to such other restrictions, if any, as may be imposed by law. View More