Grouped Into 14 Collections of Similar Clauses From Business Contracts
This page contains Resignation clauses in business contracts and legal agreements. We have organized these clauses into groups of similarly worded clauses.
Resignation. The termination of the Executive's employment for any reason will also constitute, without any further required action by the Executive, the Executive's voluntary resignation from all officer and/or director positions held at any member of the Company Group, and at the Board's request, the Executive will execute any documents reasonably necessary to reflect the resignations. 11. Miscellaneous Provisions. (a) No Duty to Mitigate. The Executive will not be required to mitigate the amount of any pa...yment contemplated by this Agreement, nor will any payment be reduced by any earnings that the Executive may receive from any other source except as specified in Section 3(e). (b) Waiver; Amendment. No provision of this Agreement will be modified, waived or discharged unless the modification, waiver or discharge is agreed to in writing and signed by an authorized officer of the Company (other than the Executive) and by the Executive. No waiver by either party of any breach of, or of compliance with, any condition or provision of this Agreement by the other party will be considered a waiver of any other condition or provision or of the same condition or provision at another time. (c) Headings. All captions and section headings used in this Agreement are for convenient reference only and do not form a part of this Agreement. (d) Entire Agreement. This Agreement constitutes the entire agreement of the parties and supersedes in their entirety all prior representations, understandings, undertakings or agreements (whether oral or written and whether expressed or implied) of the parties with respect to the subject matter of this Agreement, including, for the avoidance of doubt, any other employment letter or agreement, severance policy or program, or equity award agreement. (e) Choice of Law. This Agreement will be governed by the laws of the State of California without regard to California's conflicts of law rules that may result in the application of the laws of any jurisdiction other than California. To the extent that any lawsuit is permitted under this Agreement, Employee hereby expressly consents to the personal and exclusive jurisdiction and venue of the state and federal courts located in California for any lawsuit filed against the Executive by the Company. (f) Arbitration. Any and all controversies, claims, or disputes with anyone under this Agreement (including the Company and any employee, officer, director, stockholder or benefit plan of the Company in their capacity as such or otherwise) arising out of, relating to, or resulting from the Executive's employment with the Company Group, shall be subject to arbitration in accordance with the provisions of the Confidentiality Agreement. (g) Severability. The invalidity or unenforceability of any provision or provisions of this Agreement will not affect the validity or enforceability of any other provision of this Agreement, which will remain in full force and effect. (h) Withholding. All payments and benefits under this Agreement will be paid less applicable withholding taxes. The Company is authorized to withhold from any payments or benefits all federal, state, local, and/or foreign taxes required to be withheld from the payments or benefits and make any other required payroll deductions. No member of the Company Group will pay the Executive's taxes arising from or relating to any payments or benefits under this Agreement. (i) 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.View More
Resignation. The Upon the termination of the Executive's employment for any reason reason, Executive will also constitute, without any further required action by the Executive, the Executive's voluntary resignation be deemed to have resigned from all officer and/or director positions held at the Company and its affiliates voluntarily, without any member further required action by Executive, as of the Company Group, end of Executive's employment and Executive, at the Board's request, the Executive will execut...e any documents reasonably necessary to reflect the resignations. 11. Executive's resignation. 10. Miscellaneous Provisions. (a) No Duty to Mitigate. The Executive will not be required to mitigate the amount of any payment contemplated by this Agreement, nor will any such payment be reduced by any earnings that the Executive may receive from any other source except as specified in Section 3(e). source. (b) Waiver; Amendment. Waiver. No provision of this Agreement will be modified, waived or discharged unless the modification, waiver or discharge is agreed to in writing and signed by Executive and by an authorized officer of the Company (other than the Executive) and by the Executive. Executive). No waiver by either party of any breach of, or of compliance with, any condition or provision of this Agreement by the other party will be considered a waiver of any other condition or provision or of the same condition or provision at another time. (c) Headings. All captions and section headings used in this Agreement are for convenient reference only and do not form a part of this Agreement. (d) Entire Agreement. This Agreement constitutes the entire agreement of the parties hereto and supersedes in their entirety all prior representations, understandings, undertakings or agreements (whether oral or written and whether expressed or implied) of the parties parties, including but not limited to the Offer Letter entered into between you and the Company dated , 2019, and any accelerated vesting and post-termination exercisability provisions set forth in your equity award agreements (to the extent modified by this Agreement), in each case with respect to the subject matter hereof. No waiver, alteration, or modification of any of the provisions of this Agreement, including, for Agreement will be binding unless in writing and signed by duly authorized representatives of the avoidance of doubt, any other employment letter or agreement, severance policy or program, or equity award agreement. parties hereto and which specifically mention this Agreement. (e) Choice of Law. This The validity, interpretation, construction and performance of this Agreement will be governed by the laws of the State of California without regard to California's conflicts (with the exception of law rules that may result in its conflict of laws provisions). Any claims or legal actions by one party against the application other arising out of the laws of any jurisdiction other than California. To relationship between the extent that any lawsuit is permitted parties contemplated herein (whether or not arising under this Agreement, Employee Agreement) will be commenced or maintained in any state or federal court located in Santa Clara County, California, and Executive and the Company hereby expressly consents submit to the personal and exclusive jurisdiction and venue of the state and federal courts located in California for any lawsuit filed against the Executive by the Company. such court. (f) Arbitration. Any and all controversies, claims, or disputes with anyone under this Agreement (including the Company and any employee, officer, director, stockholder or benefit plan of the Company in their capacity as such or otherwise) arising out of, relating to, or resulting from the Executive's employment with the Company Group, shall be subject to arbitration in accordance with the provisions of the Confidentiality Agreement. (g) Severability. The invalidity or unenforceability of any provision or provisions of this Agreement will not affect the validity or enforceability of any other provision of this Agreement, hereof, which will remain in full force and effect. (h) (g) Withholding. All payments and benefits under made pursuant to this Agreement will be paid less subject to withholding of applicable withholding income, employment and other taxes. The Company is authorized to withhold from any payments or benefits all federal, state, local, and/or foreign taxes required to be withheld from the payments or benefits and make any other required payroll deductions. No member of the Company Group will pay the Executive's taxes arising from or relating to any payments or benefits under this Agreement. (i) (h) 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. View More
Resignation. The Upon the termination of the Executive's employment for any reason reason, Executive will also constitute, without any further required action by the Executive, the Executive's voluntary resignation be deemed to have resigned from all officer and/or director positions held at the Company and its affiliates voluntarily, without any member further required action by Executive, as of the Company Group, end of Executive's employment and Executive, at the Board's request, the Executive will execut...e any documents reasonably necessary to reflect Executive's resignation.10. Arbitration. If an agreement by and between the resignations. 11. Company and Executive to arbitrate employment claims exists as of the Effective Date (the "Dispute Resolution Agreement"), any dispute or controversy arising out of or relating to any interpretation, construction, performance or breach of this Agreement will be settled by arbitration pursuant to the arbitration provisions set forth in the Dispute Resolution Agreement, which agreement is incorporated herein by reference.11. Miscellaneous Provisions. (a) No Duty to Mitigate. The Executive will not be required to mitigate the amount of any payment contemplated by this Agreement, nor will any such payment be reduced by any earnings that the Executive may receive from any other source except as specified in Section 3(e). (b) Waiver; Amendment. source.(b) Waiver. No provision of this Agreement will be modified, waived or discharged unless the modification, waiver or discharge is agreed to in writing and signed by Executive and by an authorized officer of the Company (other than the Executive) and by the Executive. Executive). No waiver by either party of any breach of, or of compliance with, any condition or provision of this Agreement by the other party will be considered a waiver of any other condition or provision or of the same condition or provision at another time. (c) time.(c) Headings. All captions and section headings used in this Agreement are for convenient reference only and do not form a part of this Agreement. (d) Entire Agreement. This Agreement and the Dispute Resolution Agreement constitutes the entire agreement of the parties hereto and supersedes in their entirety all prior representations, understandings, undertakings or agreements (whether oral or written and whether expressed or implied) of the parties with respect to the subject matter hereof, including, but not limited to, any rights to severance and/or change of control benefits set forth in [the Prior Agreement,] any severance plan or policy, or pursuant to other written agreements with the Company. No waiver, alteration, or modification of any of the provisions of this Agreement, including, for Agreement will be binding unless in writing and signed by duly authorized representatives of the avoidance of doubt, any other employment letter or agreement, severance policy or program, or equity award agreement. parties hereto and which specifically mention this Agreement. (e) Choice of Law. This The validity, interpretation, construction and performance of this Agreement will be governed by the laws of the State of California without regard (with the exception of its conflict of laws provisions). Subject to California's conflicts the terms of law rules that may result the Dispute Resolution Agreement, any claims or legal actions by one party against the other arising out of the relationship between the parties contemplated herein (whether or not arising under this Agreement) will be commenced or maintained in any state or federal court located in the application of jurisdiction where Executive resides, and Executive and the laws of any jurisdiction other than California. To the extent that any lawsuit is permitted under this Agreement, Employee Company hereby expressly consents submit to the personal and exclusive jurisdiction and venue of the state and federal courts located in California for any lawsuit filed against the Executive by the Company. such court. (f) Arbitration. Any and all controversies, claims, or disputes with anyone under this Agreement (including the Company and any employee, officer, director, stockholder or benefit plan of the Company in their capacity as such or otherwise) arising out of, relating to, or resulting from the Executive's employment with the Company Group, shall be subject to arbitration in accordance with the provisions of the Confidentiality Agreement. (g) Severability. The invalidity or unenforceability of any provision or provisions of this Agreement will not affect the validity or enforceability of any other provision of this Agreement, hereof, which will remain in full force and effect. (h) effect.(g) Withholding. All payments and benefits under made pursuant to this Agreement will be paid less subject to withholding of applicable withholding taxes. The Company is authorized to withhold from any payments or benefits all federal, state, local, and/or foreign taxes required to be withheld from the payments or benefits income, employment and make any other required payroll deductions. No member of the Company Group will pay the Executive's taxes arising from or relating to any payments or benefits under this Agreement. (i) taxes.(h) Counterparts. This Agreement may be executed manually or electronically in counterparts, each of which will be deemed an original, but all of which together will constitute one and the same instrument. View More
Resignation. The termination of the Executive's employment for any reason also will also constitute, without any further required action by the Executive, the Executive's voluntary resignation from all officer and/or director positions held at any member of the Company Group, or any of its subsidiaries or affiliates, and at the Board's request, the Executive will execute any documents reasonably necessary to reflect the resignations. 11. Miscellaneous Provisions. (a) No Duty to Mitigate. The Executive will n...ot be required to mitigate the amount of any payment contemplated by this Agreement, nor will any payment be reduced by any earnings that the Executive may receive from any other source except as specified in Section 3(e). Sections 3(d), 5(d) and 6. (b) Waiver; Amendment. No provision of this Agreement will be modified, waived or discharged unless the modification, waiver or discharge is agreed to in writing and signed by an authorized officer of the Company (other than the Executive) and by the Executive. No waiver by either party of any breach of, or of compliance with, any condition or provision of this Agreement by the other party will be considered a waiver of any other condition or provision or of the same condition or provision at another time. (c) Headings. All captions Headings are provided herein for convenience only, and section headings used in this Agreement are will not serve as a basis for convenient reference only and do not form a part interpretation or construction of this Agreement. (d) Entire Agreement. This Agreement Agreement, together with the Confidentiality Agreement, constitutes the entire agreement of the parties and supersedes in their entirety all prior representations, understandings, undertakings or agreements (whether oral or written and whether expressed or implied) of the parties with respect to the subject matter of this Agreement, including, for the avoidance of doubt, any other employment letter or agreement, severance policy or program, or equity award agreement. Agreement. (e) Choice of Governing Law. This Agreement will be governed by the laws of the State of California but without regard to California's conflicts the conflict of law rules that may result in the application of the laws of any jurisdiction other than California. provision. To the extent that any lawsuit is permitted with respect to any provisions under this Agreement, Employee Executive hereby expressly consents to the personal and exclusive jurisdiction and venue of the state and federal courts located in the State of California for any lawsuit filed against the Executive by the Company. (f) Arbitration. Any and all controversies, claims, or disputes with anyone under this Agreement (including the Company and any employee, officer, director, stockholder or benefit plan of the Company in their capacity as such or otherwise) arising out of, relating to, or resulting from the Executive's employment with the Company Group, shall be subject to arbitration in accordance with the provisions of the Confidentiality Agreement. (g) Severability. The invalidity or unenforceability of If any provision or provisions of this Agreement is or becomes or is deemed to be invalid, illegal, or unenforceable for any reason, such invalidity, illegality, or unenforceability will not affect the validity or enforceability of any other provision remaining parts of this Agreement, which will remain in full force and effect. (h) Withholding. All payments and benefits under this Agreement will be paid less applicable withholding taxes. construed and enforced as if the invalid, illegal, or unenforceable provision had not been included. (g) Withholding. The Company is authorized (and any parent, subsidiary or other affiliate of the Company, as applicable) will have the right and authority to withhold deduct from any payments or benefits all applicable federal, state, local, and/or foreign non‐U.S. taxes required to be withheld from the payments or benefits and make any other required withholdings and payroll deductions. No member deductions ("Withholdings"). Prior to the payment of any amounts or provision of any benefits under this Agreement, the Company (and any parent, subsidiary or other affiliate of the Company, as applicable) is permitted to deduct or withhold, or require Executive to remit to the Company, an amount sufficient to satisfy any applicable Withholdings with respect to such payments and benefits. Neither the Company nor any parent, subsidiary or other affiliate of the Company Group will have any responsibility, liability or obligation to pay the Executive's taxes arising from or relating to any payments or benefits under this Agreement. (i) (h) 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. View More
Resignation. The Escrow Agent may resign upon 30 days' advance written notice to the parties hereto. If a successor escrow agent is not appointed by the Company within the 30-day period following such notice, the Escrow Agent may petition any court of competent jurisdiction to name a successor escrow agent, or may interplead the Investor Funds with such court, whereupon the Escrow Agent's duties hereunder shall terminate.
Resignation. The Escrow Agent may resign upon 30 days' advance written notice to the parties hereto. If a successor escrow agent is not appointed by the Company within the 30-day period following such notice, the Escrow Agent may petition any court of competent jurisdiction 7PAC:19638.2 to name a successor escrow agent, or may interplead the Investor Funds with such court, whereupon the Escrow Agent's duties hereunder shall terminate.
Resignation. The Escrow Agent may resign upon 30 sixty (60) calendar days' advance written notice to the parties hereto. Fund. In the event of any such resignation, a successor escrow agent, which shall be a bank or trust company organized under the laws of the United States of America, shall be appointed by the Fund. Any such successor escrow agent shall deliver to the Fund a written instrument accepting such appointment, and thereupon shall succeed to all the rights and duties of the Escrow Agent hereunder... and shall be entitled to receive the Subscriber Funds from the Escrow Agent. The Escrow Agent shall promptly pay the Subscription Amounts in the Escrow Account, including interest thereon, to the successor escrow agent. If a successor escrow agent is not appointed by the Company within the 30-day sixty (60) calendar day period following such notice, the Escrow Agent may petition any court of competent jurisdiction to name a successor escrow agent, agent or may interplead the Investor Subscriber Funds with such court, whereupon the Escrow Agent's duties hereunder shall terminate. 8 12. Removal. The Escrow Agent may be removed by the Fund at any time by written notice provided to the Escrow Agent, which instrument shall become effective on the date specified in such written notice. The removal of the Escrow Agent shall not deprive the Escrow Agent of its compensation earned prior to such removal. In the event of any such removal, a successor escrow agent, which shall be a bank or trust company organized under the laws of the United States of America, shall be appointed by the Fund. Any such successor escrow agent shall deliver to the Fund a written instrument accepting such appointment, and thereupon shall succeed to all the rights and duties of the Escrow Agent hereunder and shall be entitled to receive the Subscriber Funds from the Escrow Agent. The Escrow Agent shall promptly pay the Subscriber Funds in the Escrow Account, including interest thereon, to the successor escrow agent. If a successor escrow agent is not appointed by the Fund within the thirty (30) day period following such notice, the Escrow Agent may petition any court of competent jurisdiction to name a successor escrow agent. View More
Resignation. The Escrow Agent may resign upon 30 sixty (60) calendar days' advance written notice to the parties hereto. Company. In the event of any such resignation, a successor escrow agent, which shall be a bank or trust company organized under the laws of the United States of America, shall be appointed by the Company. Any such successor escrow agent shall deliver to the Company a written instrument accepting such appointment, and thereupon shall succeed to all the rights and duties of the Escrow Agent ...hereunder and shall be entitled to receive the Subscriber Funds from the Escrow Agent. The Escrow Agent shall promptly pay the Subscriber Funds in the Escrow Account, including interest thereon, to the successor escrow agent. If a successor escrow agent is not appointed by the Company within the 30-day sixty (60) calendar day period following such notice, the Escrow Agent may petition any court of competent jurisdiction to name a successor escrow agent, agent or may interplead the Investor Subscriber Funds with such court, whereupon the Escrow Agent's duties hereunder shall terminate. View More
Resignation. Upon the termination of Executive's employment for any reason, Executive will be deemed to have resigned from all officer and/or director positions held at the Company and its affiliates voluntarily, without any further required action by Executive, as of the end of Executive's employment and Executive, at the Board's request, will execute any documents reasonably necessary to reflect Executive's resignation.
Resignation. Upon the termination of Executive's employment for any reason, Executive will be deemed to have resigned from all officer and/or director positions held at the Company and its affiliates voluntarily, without any further required action by Executive, as of the end of Executive's employment and Executive, at the Board's request, will execute any documents reasonably necessary to reflect Executive's resignation. -9- 12. Confidential Information. Executive confirms Executive's continuing obligations... under the Confidentiality Agreement. View More
Resignation. Upon the termination of Executive's employment for any reason, Executive will be deemed to have resigned from all officer and/or director [and/or director]3 positions held at the Company and its affiliates voluntarily, without any further required action by Executive, as of the end of Executive's employment and Executive, at the Board's request, will execute any documents reasonably necessary to reflect Executive's resignation.
Resignation. The termination of the Executive's employment for any reason will also constitute, without any further required action by the Executive, the Executive's voluntary resignation from all officer and/or director positions held at any member of the Company Group, and at the Board's request, the Executive will execute any documents reasonably necessary to reflect the resignations.
Resignation. The termination of the Executive's employment for any reason also will also constitute, without any further required action by the Executive, the Executive's voluntary resignation from all officer and/or director positions held at any member of the Company Group, or any of its subsidiaries or affiliates, and at the Board's request, the Executive will execute any documents reasonably necessary to reflect the resignations.
Resignation. The termination of the Executive's employment for any reason also will also constitute, without any further required action by the Executive, the Executive's voluntary resignation from all officer and/or director positions held at any member of the Company Group, or any of its subsidiaries or affiliates, and at the Board's request, the Executive will execute any documents reasonably necessary to reflect the resignations.
Resignation. The termination of the Executive's employment for any reason also will also constitute, without any further required action by the Executive, the Executive's voluntary resignation from all officer and/or director positions held at any member of the Company Group, or any of its subsidiaries or affiliates, and at the Board's request, the Executive will execute any documents reasonably necessary to reflect the resignations.
Resignation. The Escrow Agent may resign upon 30 days' advance written notice to the parties hereto. If a successor escrow agent is not appointed by the Company within the 30-day period following such notice, the Escrow Agent may petition any court of competent jurisdiction to name a successor escrow agent, or may interplead the Investor Funds with such court, whereupon the Escrow Agent's duties hereunder shall terminate. 6 18. References to Escrow Agent. Other than the Offering Document, any of the other do...cuments related to the Offering (including the subscription agreement and exhibits thereto) and any amendments thereof or supplements thereto, no printed or other matter in any language (including, without limitation, notices, reports and promotional material) which mentions the Escrow Agent's name or the rights, powers, or duties of the Escrow Agent shall be issued by the Company or the Dealer Manager, or on the Company's or the Dealer Manager's behalf, unless the Escrow Agent shall first have given its specific written consent thereto. Notwithstanding the foregoing, any amendment or supplement to the Offering Document or any other document related to the Offering (including the subscription agreement and exhibits thereto) that revises, alters, modifies, changes or adds to the description of the Escrow Agent or its rights, powers or duties hereunder shall not be issued by the Company or the Dealer Manager, or on the Company's or the Dealer Manager's behalf, unless the Escrow Agent has first given specific written consent thereto.View More
Resignation. The Escrow Agent may resign upon 30 days' advance or be removed, at any time, for any reason, by written notice of its resignation or removal to the proper parties hereto. If a at their respective addresses as set forth herein, at least 30 days before the date specified for such resignation or removal to take effect. Upon the effective date of such resignation or removal:(a)All cash and other payments and all other property then held by the Escrow Agent hereunder shall be delivered by it to such... successor escrow agent is not appointed as may be designated in writing by the Company, whereupon the Escrow Agent's obligations hereunder shall cease and terminate; EAST\123889196.1 12 (b)If no such successor escrow agent has been designated by such date, all obligations of the Escrow Agent hereunder shall, nevertheless, cease and terminate, and the Escrow Agent's sole responsibility thereafter shall be to keep all property then held by it and to deliver the same to a person designated in writing by the Company within or in accordance with the 30-day period following directions of a final order or judgment of a court of competent jurisdiction;(c)Further, if no such notice, successor escrow agent has been designated by such date, the Escrow Agent may petition any court of competent jurisdiction to name for the appointment of a successor escrow agent, agent or may interplead the Investor Funds pay into court all monies and property deposited with such court, whereupon the Escrow Agent's duties hereunder Agent under this Agreement.The terms of this Section shall terminate. 6 18. survive the termination of the Escrow Agreement and the resignation or removal of the Escrow Agreement.22. References to Escrow Agent. Other than the Offering Document, Registration Statement, any of the other documents related to the Offering (including the subscription agreement and exhibits thereto) and any amendments thereof or supplements thereto, no printed or other matter in any language (including, without limitation, notices, reports and promotional material) which mentions the Escrow Agent's name or the rights, powers, or duties of the Escrow Agent shall be issued by the Company or the Dealer Manager, or on the Company's or the Dealer Manager's behalf, unless the Escrow Agent shall first have given its specific written consent thereto. Notwithstanding the foregoing, any amendment or supplement to the Offering Document Registration Statement or any other document related to the Offering (including the subscription agreement and exhibits thereto) that revises, alters, modifies, changes or adds to the description of the Escrow Agent or its rights, powers or duties hereunder shall not be issued by the Company or the Dealer Manager, or on the Company's or the Dealer Manager's behalf, unless the Escrow Agent has first given specific written consent thereto. View More
Resignation. The Escrow Agent may resign upon 30 days' advance written notice to the parties hereto. If a successor escrow agent is not appointed by the Company within the 30-day period following such notice, the Escrow Agent may petition any court of competent jurisdiction to name a successor escrow agent, or may interplead the Investor Funds with such court, whereupon the Escrow Agent's duties hereunder shall terminate. 6 18. 20. References to Escrow Agent. Other than the Offering Document, any of the othe...r documents related to the Offering (including the subscription agreement and exhibits thereto) and any amendments thereof or supplements thereto, no printed or other matter in any language (including, without limitation, notices, reports and promotional material) which mentions the Escrow Agent's name or the rights, powers, or duties of the Escrow Agent shall be issued by the Company or the Dealer Manager, or on the Company's or the Dealer Manager's behalf, unless the Escrow Agent shall first have given its specific written consent thereto. Notwithstanding the foregoing, any amendment or supplement to the Offering Document or any other document related to the Offering (including the subscription agreement and exhibits thereto) that revises, alters, modifies, changes or adds to the description of the Escrow Agent or its rights, powers or duties hereunder shall not be issued by the Company or the Dealer Manager, or on the Company's or the Dealer Manager's behalf, unless the Escrow Agent has first given specific written consent thereto. 21. Patriot Act Compliance; OFAC Search Duties. The Company shall provide to the Escrow Agent upon the execution of this Agreement any documentation requested and any information reasonably requested by the Escrow Agent to comply with the USA Patriot Act of 2001, as amended from time to time. The Escrow Agent, or its agent, shall complete a search with the Office of Foreign Assets Control ("OFAC Search"), in compliance with its policy and procedures, of each subscription check for the purchase of Securities and shall inform the Company if a subscription check for the purchase of Securities fails the OFAC Search. View More
Resignation. The Escrow Agent may resign upon 30 days' advance written notice to the parties hereto. If a successor escrow agent is not appointed by the Company within the 30-day period following such notice, the Escrow Agent may petition any court of competent jurisdiction to name a successor escrow agent, or may interplead the Investor Funds with such court, whereupon the Escrow Agent's duties hereunder shall terminate. 6 18. 20. References to Escrow Agent. Other than the Offering Document, any of the othe...r documents related to the Offering (including the subscription agreement and exhibits thereto) and any amendments thereof or supplements thereto, no printed or other matter in any language (including, without limitation, notices, reports and promotional material) which mentions the Escrow Agent's name or the rights, powers, or duties of the Escrow Agent shall be issued by the Company or the Dealer Manager, or on the Company's or the Dealer Manager's behalf, unless the Escrow Agent shall first have given its specific written consent thereto. Notwithstanding the foregoing, any amendment or supplement to the Offering Document or any other document related to the Offering (including the subscription agreement and exhibits thereto) that revises, alters, modifies, changes or adds to the description of the Escrow Agent or its rights, powers or duties hereunder shall not be issued by the Company or the Dealer Manager, or on the Company's or the Dealer Manager's behalf, unless the Escrow Agent has first given specific written consent thereto. 21. Patriot Act Compliance; OFAC Search Duties. The Company shall provide to the Escrow Agent upon the execution of this Agreement any documentation requested and any information reasonably requested by the Escrow Agent to comply with the USA Patriot Act of 2001, as amended from time to time. The Escrow Agent, or its agent, shall complete a search with the Office of Foreign Assets Control ("OFAC Search"), in compliance with its policy and procedures, of each subscription check for the purchase of Securities and shall inform the Company if a subscription check for the purchase of Securities fails the OFAC Search. View More
Resignation. Effective as of the Separation Date, unless otherwise requested by the Company in writing, the Executive shall, automatically and without further action on the part of the Executive or any other person or entity, resign from all offices, boards of directors (or 5 similar governing bodies), committees of such boards of directors (or similar governing bodies) and committees of the Company, its subsidiaries and affiliates, other than the office of Executive Vice President of the Company, from which... office the Executive will automatically and without further action on the part of the Executive or any other person or entity, resign on the Separation Date. In addition, and without limiting the effectiveness of the resignations in the immediately preceding sentence, on the Separation Date, the Executive will execute and deliver to the Company an omnibus resignation in the form attached hereto as Exhibit C. The Executive agrees that he shall execute any such further documents and instruments as may be reasonably necessary or appropriate to carry out the intent of this Section 9.View More
Resignation. Effective as of the Separation Transition Date, unless otherwise requested by the Company in writing, the Executive shall, will, automatically and without further action on the part of the Executive or any other person or entity, resign from all offices, boards of directors (or 5 similar governing bodies), committees of such boards of directors (or similar governing bodies) and committees of the Company, its subsidiaries and affiliates, other than the office of Executive Vice President of the Co...mpany, from which office the Executive will automatically and without further action on the part of the Executive or any other person or entity, resign on the Separation Date. In addition, and without limiting the effectiveness of the resignations in the immediately preceding sentence, on the Separation Transition Date, the Executive will execute and deliver to the Company an omnibus a written resignation in the form attached hereto from his position as Exhibit C. Chief Financial Officer. The Executive agrees that he shall execute any such further documents and instruments as may be reasonably necessary or appropriate to carry out the intent of this Section 9. 11. View More
Resignation. Effective as of the Separation Effective Date, unless otherwise requested by the Company in writing, the Executive shall, will, automatically and without further action on the part of the Executive or any other person or entity, resign from all offices, boards of directors (or 5 similar governing bodies), committees of such boards of directors (or similar governing bodies) and committees of the Company, its subsidiaries and affiliates, other than the office of Executive Vice President of the Com...pany, from which office the Executive will automatically and without further action on the part of the Executive or any other person or entity, resign on the Separation Date. In addition, and without limiting the effectiveness of the resignations in the immediately preceding sentence, on the Separation Effective Date, the Executive will execute and deliver to the Company an omnibus resignation in the form attached hereto as Exhibit C. C-1, which shall exclude the office of Executive Vice President of the Company, with respect to which Executive will deliver a separate written resignation substantially in the form attached hereto as Exhibit C-2 on 5 the Separation Date. The Executive agrees that he shall execute any such further documents and instruments as may be reasonably necessary or appropriate to carry out the intent of this Section 9. View More
Resignation. Renda Bocian agrees to, and hereby does, resign her his position as an officer and employee of Safeway on and effective as of the Severance Date.
Resignation. The Executive has resigned from his position as Chief Marketing Officer of the Company and as an officer and/or director of each of the Affiliated Entities, effective as of November 21, 2019 (the "Resignation Date") as noted on Exhibit B attached hereto. The Executive hereby resigns from his employment with the Company, no later than December 1, 2019 (the "Separation Date"). Within thirty (30) days after the Separation Date, the Company shall pay the Executive any unpaid portion of his base sala...ry through the Separation Date and pay in lieu of any accrued but unused vacation to which he may be entitled. The amount of this payment is not part of the consideration for this Agreement.View More
Resignation. The Executive has resigned from his position as Chief Marketing Officer of the Company and as an officer and/or director of each of the Affiliated Entities, effective as of November 21, 2019 15, 2012 (the "Resignation Date") as noted on Exhibit B attached hereto. The Executive hereby resigns from his employment with the Company, no later than December 1, 2019 2012 (the "Separation Date"). Within thirty (30) days after the Separation Date, the Company shall pay the Executive any unpaid portion of... his base salary through the Separation Date and pay in lieu of any accrued but unused vacation to which he may be entitled. The amount of this payment is not part of the consideration for this Agreement. View More
Resignation. The Security Agent may resign and be discharged of its duties hereunder at any time by giving written notice of such resignation to the other parties hereto, stating the date such resignation is to take effect. Within five (5) business days of the giving of such notice, a successor collateral agent shall be appointed by a majority in interest of the holders of the Notes; provided, however, that if the Lenders are unable so to agree upon a successor within such time period, and notify the Securit...y Agent during such period of the identity of the successor collateral agent, the successor collateral agent may be a person designated by the Security Agent, and any and all fees of such successor collateral agent shall be the joint and several obligation of the Lenders. The Security Agent shall continue to serve until the effective date of the resignation or until its successor accepts the appointment and receives the Collateral held by the Security Agent but shall not be obligated to take any action hereunder. The Security Agent may deposit any Collateral with the Supreme Court of the State of New York for New York County or any such other court in New York State that accepts such Collateral.View More
Resignation. The Security Collateral Agent may resign and be discharged of its duties hereunder at any time by giving written notice of such resignation to the other parties hereto, stating the date such resignation is to take effect. Within five (5) business days of the giving of such notice, a successor collateral agent shall be appointed by a the majority in interest of the holders of the Notes; Lenders; provided, however, that if the Lenders are unable so to agree upon a successor within such time period..., and notify the Security Collateral Agent during such period of the identity of the successor collateral agent, the successor collateral agent may be a person designated by the Security Collateral Agent, and any and all fees of such successor collateral agent shall be the joint and several obligation of the Lenders. The Security Collateral Agent shall continue to serve until the effective date of the resignation or until its successor accepts the appointment and receives the Collateral held by the Security Collateral Agent but shall not be obligated to take any action hereunder. The Security Collateral Agent may deposit any Collateral with the Supreme a Superior Court of the State of New York California for New York Los Angeles County or any such other court in New York State Los Angeles County that accepts such Collateral. View More
