Essential Equivalence Clause Samples

The Essential Equivalence clause ensures that any substituted goods, services, or terms provided under a contract must be fundamentally similar in quality, function, and value to those originally agreed upon. In practice, this means that if a party needs to make changes—such as replacing a product or modifying a service—they must ensure the replacement is not inferior or materially different from what was initially promised. This clause is crucial for maintaining the integrity of the agreement, as it protects parties from receiving substandard or significantly altered deliverables, thereby ensuring consistency and fairness throughout the contractual relationship.
Essential Equivalence. The Parties shall assess, taking into account the circumstances of the transfer, whether the level of protection for Personal Data afforded by the Applicable Laws that are applicable to the Data Importer are essentially equivalent to that provided under the Data Protection Laws applicable to the Data Exporter. In the event either Party believes, in its reasonable discretion, that it is unable to comply with the requirements under the applicable cross-border transfer mechanism specified in Appendix B (and any regulations promulgated thereunder, each as amended, supplemented or otherwise modified from time to time in accordance with Applicable Law) or provide such a level of protection to Personal Data, such Party shall notify the other Party of such determination and the Customer may, if it agrees with such determination and the Parties cannot reasonably supplement the cross-border transfer mechanism described in Appendix B with additional terms and conditions that would provide the required level of protection or adopt another cross-border data transfer mechanism that will provide the required level of protection, suspend any further transfers of Personal Data or terminate the SaaS Agreement.
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Essential Equivalence. In the event either Party believes, in its reasonable discretion, that it is unable to comply with the requirements set forth in the Standard Contractual Clauses (as may be supplemented in accordance with its terms) such Party shall notify the other Party of such determination and the other Party may, if it agrees with such determination and the Parties
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Related to Essential Equivalence

  • Definition of Total Disability Total disability means that the employee is unable, because of sickness or accident, to perform the duties of their regular occupation. This definition applies for the first twenty-four (24) months of payments. After this time, the inability to perform an occupation for which the employee is reasonably fitted by training, education or experience will constitute total disability. It is not required that an employee be confined to home, but they must be under the regular care of a physician.

  • Special Maternity Allowance for Totally Disabled Employees (a) An employee who: (i) fails to satisfy the eligibility requirement specified in subparagraph 17.02(a)(ii) solely because a concurrent entitlement to benefits under the Disability Insurance (DI) Plan, the Long term Disability (LTD) Insurance portion of the Public Service Management Insurance Plan (PSMIP) or the Government Employees Compensation Act prevents her from receiving Employment Insurance or Québec Parental Insurance Plan maternity benefits, and (ii) has satisfied all of the other eligibility criteria specified in paragraph 17.02(a), other than those specified in sections (A) and (B) of subparagraph 17.02(a)(iii), shall be paid, in respect of each week of maternity allowance not received for the reason described in subparagraph (i), the difference between ninety-three per cent (93%) of her weekly rate of pay and the gross amount of her weekly disability benefit under the DI Plan, the LTD Plan or via the Government Employees Compensation Act. (b) An employee shall be paid an allowance under this clause and under clause 17.02 for a combined period of no more than the number of weeks during which she would have been eligible for maternity benefits under the Employment Insurance or Québec Parental Insurance Plan had she not been disqualified from Employment Insurance or Québec Parental Insurance maternity benefits for the reasons described in subparagraph (a)(i).

  • Contribution Formula - Basic Life Coverage For employee basic life coverage and accidental death and dismemberment coverage, the Employer contributes one-hundred (100) percent of the cost.

  • Years of Service A Participant’s Years of Service shall include all service performed for the Employer and ¨ Shall ¨ Shall Not include service performed for the Related Employer.

  • Profit Limitation (a) Notwithstanding any other provision of this Agreement or the Merger Agreement, in no event shall Grantee's Total Profit (as defined below) exceed $7.0 million (the "Maximum Amount") and, if it otherwise would exceed such Maximum Amount, Grantee at its sole election may (i) pay cash to the Issuer, (ii) deliver to the Issuer for cancellation Option Shares previously purchased by Grantee, or (iii) any combination thereof, so that Grantee's actually realized Total Profit (as defined below) shall not exceed the Maximum Amount after taking into account the foregoing actions. (b) Notwithstanding any other provision of this Agreement, the Stock Option may not be exercised for a number of Option Shares as would, as of the date of the Stock Exercise Notice or Cash Exercise Notice, as applicable, result in a Notional Total Profit (as defined below) of more than the Maximum Amount and, if exercise of the Stock Option otherwise would result in the Notional Total Profit exceeding such amount, Grantee, at its discretion, may (in addition to any of the actions specified in Section 10(a) above) increase the Exercise Price for that number of Option Shares set forth in the Stock Exercise Notice or Cash Exercise Notice, as applicable, so that the Notional Total Profit shall not exceed the Maximum Amount; provided, that nothing in this sentence shall restrict any exercise of the Stock Option permitted hereby on any subsequent date at the Exercise Price set forth in Section 2 hereof. (c) As used herein, the term "Total Profit" shall mean the aggregate amount (before taxes) of the following: (i) the cash amount actually received by Grantee pursuant to Section 7.2 of the Merger Agreement less any repayment by Grantee to the Issuer pursuant to Section 10(a)(i) hereof, (ii) (x) the net cash amounts or the fair market value of any property received by Grantee pursuant to the sale of Option Shares (or of any other securities into or for