Nature of the Right Sample Clauses

The "Nature of the Right" clause defines the specific characteristics and scope of a legal right granted under an agreement. It clarifies whether the right is exclusive or non-exclusive, transferable or non-transferable, and may specify any limitations or conditions attached to its exercise. For example, it might state that a licensee can use certain intellectual property only for a particular purpose or within a certain territory. This clause ensures all parties understand the boundaries and limitations of the right, reducing the risk of disputes over its interpretation or misuse.
Nature of the Right. (a) The Key Employee shall have the right to receive a Sale Bonus only if a Sale Event is consummated (i) while Key Employee is an employee of the Company or any of its subsidiaries, (ii) if the Key Employee's employment is terminated without "Cause," within three (3) months of such termination, or (iii) if the Key Employee's employment by reason of death or permanent disability, within six (6) months of such termination. For purposes hereof, the term "Cause" shall mean (i) the failure by the Key Employee to perform his duties as employee as reasonably requested by the Company's President, as documented in writing to the Key Employee, (ii) the failure by the Key Employee to observe all material policies of the Company generally applicable to executives of the Company, (iii) gross negligence or willful misconduct by the Key Employee in the performance of his duties, (iv) the commission by the Key Employee of an act of fraud or embezzlement against the Company or the conviction of any felony or act involving moral turpitude, (v) material breach by the Key Employee of his obligations under any contract or agreement with the Company, (vi) chronic absenteeism, or (vii) substance abuse.
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Nature of the Right. Opco intends to avail itself of this Prepaid Rent option during each of the calendar years during which construction of the ▇▇▇ ▇▇▇▇ not have been completed, including the calendar year which will include the Commissioning Date, and in the calendar years thereafter if it so determines. This stated intention of Opco does not create any right on the part of the Partnership to require Prepaid Rent from Opco at any time during the LIL Assets Term nor to require any minimum amount of Prepaid Rent to be paid if and when Opco were to exercise its option to prepay Rent. Furthermore, the Partnership shall have no recourse against Opco were Opco to determine not to prepay Rent during any calendar year.
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Nature of the Right. (a) The Executive shall have the right to receive a Sale Bonus only upon the closing of a Sale Event during the Employment Period. Notwithstanding the foregoing, (i) if the Executive's Employment Period is terminated within 18 months prior to the consummation of a Sale Event by reason of the Executive's death or Disability, the Company shall, upon the closing of such Sale Event, pay (or cause to be paid) to the Executive (or his estate) the Sale Bonus, and (ii) the Company shall also pay the Executive a Sale Bonus if a Sale Event occurs within 18 months of the Company's termination of the Executive's employment without Cause or the expiration of the Employment Period without an offer by DEI to renew the Employment Agreement (6 months if there has been a "Negative EBITDA Event"). For purposes of this Section 3(a), a "Negative EBITDA Event" shall be deemed to have occurred if the Company's "EBITDA" during any 12-month period ending not more than six (6) months prior to the termination of the Executive's Employment Period shall have declined at least 10% from the Company's EBITDA during any preceding 12-month period. "EBITDA" means the sum of the (i) Company's net income, plus (ii) the aggregate tax, interest, depreciation and amortization expense deducted in calculating such net income, each as calculated in accordance with generally accepted accounting principles consistently applied with the Company's prior practices. For example, if the Executive's Employment Period terminates June 30, 2007, and the Company's EBITDA for the 12 months ended March 31, 2007 is at least 10% less than the Company's EBITDA for the 12 months ended September 30, 2006 (or any other 12-month period ending prior to March 31, 2007), then Executive shall be entitled to a Sale Bonus only if a Sale Event is consummated on or prior to December 31, 2007 (i.e., 6 months rather than 18 months after the termination of Executive's employment without Cause).
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Related to Nature of the Right

  • Nature of the Relationship Nothing in this Agreement shall be construed to create a partnership, joint venture, employment, or agency relationship. The Company is agreeing only to provide Client with access to the Program, which provides education and information. The information contained in the Program, including any interactions with the instructors, is not intended as, and shall not be understood or construed as, professional advice.

  • Nature of the Option This Option is intended to be a nonstatutory stock option and is not intended to be an incentive stock option within the meaning of Section 422 of the Internal Revenue Code of 1986, as amended (the "Code"), or to otherwise qualify for any special tax benefits to the Optionee.

  • Nature of the Award By completing this form and accepting the Award evidenced hereby, I acknowledge that: i) the Plan is established voluntarily by The Procter & ▇▇▇▇▇▇ Company (“P&G”), it is discretionary in nature and it may be amended, suspended or terminated at any time; ii) Awards under the Plan are voluntary and occasional and this Award does not create any contractual or other right to receive future Awards, or benefits in lieu of an Award, even if Awards have been granted repeatedly in the past; iii) all decisions with respect to future Awards, if any, will be at the sole discretion of P&G; iv) my participation in the Plan is voluntary; v) this Award is an extraordinary item and not part of normal or expected compensation or salary for any purposes including, but not limited to, calculating any termination, severance, resignation, redundancy, end of service payments, bonuses, long-service awards, pension or retirement benefits or similar payments; vi) in the event that my employer is not P&G, the Award will not be interpreted to form an employment relationship with P&G; and furthermore, the Award will not be interpreted to form an employment contract with my employer (“Employer”); vii) the future value of the shares purchased under the Plan is unknown and cannot be predicted with certainty, may increase or decrease in value and potentially have no value; viii) my participation in the Plan shall not create a right to further employment with my employer and shall not interfere with the ability of my employer to terminate my employment relationship at any time, with or without cause; ix) and no claim or entitlement to compensation or damages arises from the termination of the Award or the diminution in value of the Award or shares purchased and I irrevocably release P&G and my employer from any such claim that may arise. I hereby explicitly and unambiguously consent to the collection, use and transfer, in electronic or other form, of my personal data as described in this document by and among, as applicable, my Employer and The Procter & ▇▇▇▇▇▇ Company and its subsidiaries and affiliates (“P&G”) for the exclusive purpose of implementing, administering and managing my participation in the Plan. I understand that P&G and my Employer hold certain personal information about me, including, but not limited to, my name, home address and telephone number, date of birth, social insurance number or other identification number, salary, nationality, job title, any shares of stock or directorships held in P&G, details of all Awards or any other entitlement to shares of stock awarded, canceled, exercised, vested, unvested or outstanding in my favor, for the purpose of implementing, administering and managing the Plan (“Data”). I understand that Data may be transferred to any third parties assisting in the implementation, administration and management of the Plan, that these recipients may be located in my country or elsewhere (including countries outside the European Economic Area), and that the recipient’s country may have different data privacy laws and protections than my country. I understand that I may request a list with the names and addresses of any potential recipients of the Data by contacting my local human resources representative. I authorize the recipients to receive, possess, use, retain and transfer the Data, in electronic or other form, for the purposes of implementing, administering and managing my participation in the Plan, including any requisite transfer of such Data as may be required to a broker or other third party with whom I may elect to deposit any shares of stock acquired upon exercise or settlement of the Award. I understand that Data will be held only as long as is necessary to implement, administer and manage my participation in the Plan. I understand that I may, at any time, view Data, request additional information about the storage and processing of Data, require any necessary amendments to Data or refuse or withdraw the consents herein, in any case without cost, by contacting in writing my local human resources representative. I understand, however, that refusing or withdrawing my consent may affect my ability to participate in the Plan. For more information on the consequences of my refusal to consent or withdrawal of consent, I understand that I may contact my local human resources representative.

  • Nature of the processing MailChimp provides an email service, automation and marketing platform and other related services, as described in the Agreement.

  • Nature of this Agreement 3.1. This Agreement is a framework agreement within the meaning of regulation 2(1) of the Public Contracts (Scotland) Regulations 2015. Call-off Contracts are public contracts within the meaning of that regulation. 3.2. This Agreement is a multi-supplier framework agreement and the contractors that are party to it are the Framework Contractors. No other contractors are party to the Framework Agreement. 3.3. This Agreement is a multi-user framework agreement and the public bodies that are party to it are the Framework Public Bodies. No other public bodies are party to the Framework Agreement. 3.4. The Contractor acknowledges that it is not the exclusive supplier of the Services to Framework Public Bodies and as such no guarantee of work or volume of work has been granted by any Framework Public Body. 3.5. The Contractor acknowledges that the Framework Public Bodies are separate legal persons and as such the Authority has no liability in relation to the performance or non- performance of other Framework Public Bodies' obligations under this Framework Agreement or any Call-off Contracts.