Obligation of the Sample Clauses

Obligation of the. Company upon Termination ------------------------------------------ (a) Good Reason or during the Window Period; Other Than for Cause, -------------------------------------------------------------- Death or Disability. If, during the Employment Period, the Company shall ------------------- terminate the Executive's employment other than for Cause, Disability or death or the Executive shall terminate employment either for Good Reason or without any reason during the Window Period: (i) the Company shall pay to the Executive in a lump sum in cash within 30 days after the Date of Termination the aggregate of the following amounts: A. the sum of (1) the Executive's Annual Base Salary through the Date of Termination to the extent not theretofore paid, (2) a pro-rated portion of the Annual Bonus, due to the Executive pursuant to Section 4(b)(ii), for the then current fiscal year, based upon the portion of such fiscal year elapsed through the Date of Termination and (3) any compensation previously deferred by the Executive (together with any accrued interest or earnings thereon) and any accrued vacation pay, in each case to the extent not theretofore paid (the sum of the amounts described in clauses (1), (2) and (3) shall be hereinafter referred to as the "Base Severance Amount"); and B. an amount equal to 300% of the aggregate of Executive's Annual Base Salary determined as of the Date of Termination plus the Annual Bonus (the "Additional Severance Amount"). In the event a Change of Control occurs within the first year of Executive's employment with the Company and an Annual Bonus has not yet been paid or declared payable to the Executive, the Annual Bonus, for the purposes of this Section 6(a)(i)(B), shall be deemed to be the maximum amount that the Executive is eligible to earn pursuant to the Existing Employment Agreement. (ii) for a period of five (5) years after any such termination event, or such longer period as any plan, program, practice or policy may provide (the "Benefits Period"), the Company shall continue benefits to the Executive and/or the Executive's family at least equal to those which would have been provided to them in accordance with the plans, programs, practices and policies described in Section 4(b)(iv) if the Executive's employment had not been terminated in accordance with the most favorable plans, practices, programs or policies of the Company and its affiliated companies as in effect and applicable generally to other peer executives an...

Obligation of the. Concessionaire related to payments to the Authority

Obligation of the. Company on a Covered Termination of Employment Associated with a Change in Control of the Company. In the event of a Covered Termination of Employment Associated with a Change in Control of the Company, then the Company shall provide the Executive with the same compensation and benefits and subject to the same terms and conditions as are specified in Section 5 above, but the tax gross-up provisions of Section 7 hereof shall apply. Further, the deferral election for the Executive described in Section 5(f) above shall apply, but only if the written irrevocable deferral form is filed with the Company prior to the first date on which a change in Control of the Company occurs.

Obligation of the. Stockholders to Indemnify Subject to the limitations contained in Article VIII and Article IX hereof, the Stockholders, jointly and severally, agree to indemnify, defend and hold harmless GRS (and its Affiliates, successors and assigns and their respective officers and directors) from and against all losses, liabilities, damages, deficiencies, costs or expenses (including interest, penalties and reasonable attorneys' fees and disbursements, but offset by any proceeds from insurance and taking into account the present value of any tax savings to GRS or the Company resulting from such losses, liabilities, damages, deficiencies, costs or expenses) ("Losses") based upon, arising out of or otherwise in respect of (i) any inaccuracy in or any breach of any representation, warranty, covenant or agreement of the Company or the Stockholders contained in this Agreement, (ii) liabilities for Taxes and (iii) any liability arising out of any subsequent adjustment by any tax authorities with respect to items attributable to periods prior to the Closing Date.

Obligation of the issuer to make the entry of the transfer of securities. (1) That the person to whom the securities shall be transferred qualifies as a holder thereof pursuant to the terms and conditions of said securities. (2) That the instructions are given by an entitlement holder to do so or by a guardian, conservation or representative of the latter with sufficient and express power. (3) That the issuer, or its representative, receives sufficient evidence or reasonable guarantee that said instructions are genuine and have been duly authorized. (4) That the instruction do no violate restriction on the transfer contain in the terms and conditions of said securities. (5) That a request not to transfer said securities according to article 172 of this Decree-Law has not entered into effect; or that neither the judicial order, nor the bond or the guarantee, referred to in the second paragraph of article 172 of this Decree-Law have been obtained. (6) That the transfer be lawful of that it is made to a person against whom an adverse claim, by reason of the foregoing article 170, cannot prevail. If an issuer that is under the obligation to transfer a security represented by accounting entries does not registered it, he shall be liable for the damages which may result due to the unreasonable delay or the omission of refusal to record the transfer in the register. The Commission may establish terms for the purpose that issuers and its representatives carry out transfers of registered securities represented by accounting entries, within international accepted parameters. Any issuer or representative that is instructed to transfer securities represented by means of accounting entries will be obligated to register said transfer in the record given that the following conditions have been complied with: 1. That the person to whom the securities must be transferred qualifies to be their holder in accordance with the terms and the issuance conditions of said securities. 2. That the instructions are received form a person empowered to do so or by an agent, proxy or representative with written and ample authority. 3. That the issuer or his/her representative receives proof or reasonable guarantee that said instructions are authentic and have been duly authorized. 4. That the instructions do not breach transfer restrictions contained in the terms and conditions of said securities. 5. That no request for the non-transfer of said securities, as detailed in Article 172 of the Securities Law,...

Obligation of the. Company to register equity held by (i) WSI, WPA Investment L.P., WEG L.P., WEG II L.P., or WEG III L.P., acting together, (ii) Sprout Capital VI, L.P., Sprout CEO Fund, L.P., Sprout Capital VII, L.P. or DLJ Capital Corporation (Delaware), acting together, and (iii) J.W. ▇▇▇lds Investments L.L.C., upon request of any such party in certain circumstances.

Obligation of the. Company on a Covered Termination of Employment Associated with a Change in Control of the Company. In the event of a Covered Termination of Employment Associated with a Change in Control of the Company, then the Company shall provide the Executive with the same compensation and benefits and subject to the same terms and conditions as are specified in Section 5 above; provided, however that (i) the special compensation provided for in Section 5(c) shall be three times (rather than two times) the sum of the amounts specified in subsection (a) and (b) of Section 5(c), (ii) the special retirement plans lump sum provided for in Section 5(d) shall be calculated as if the Executive's employment has continued for a three-year period (rather than a two-year period) following his termination of employment and (iii) the welfare benefits provision of Section 5(f) shall be provided for a three-year period (rather than a two-year period). In addition, the tax gross-up provisions of Section 7 hereof shall apply. Further, the deferral election for the Executive described in Section 5(f) above shall apply, but only if the written irrevocable deferral form is filed with the Company prior to the first date on which a change in Control of the Company occurs.

Obligation of the. Tribe Tribe agrees and warrants to: (A) Process Personal Data disclosed to it by Customer only on behalf of and in accordance with the Instructions of the Data Controller and Annex 1 of this Addendum, unless Tribe is otherwise required by Applicable Law. Tribe shall inform Customer if, in Tribe’s opinion, an Instruction provided infringes Applicable Law. (B) Ensure that any person authorised by Tribe to Process Personal Data in the context of the Services is only granted access to Personal Data on a need-to-know basis, is subject to a duly enforceable contractual or statutory confidentiality obligation, and only processes Personal Data in accordance with the Instructions of the Data Controller. (C) Tribe stores and Processes all data, including Personal Data, in the US unless agreed otherwise. (D) Inform Customer promptly and without undue delay of any formal requests from Data Subjects exercising their rights of access, correction or erasure of their Personal Data, their right to restrict or to object to the Processing as well as their right to data portability, and not respond to such requests, unless instructed by the Customer in writing to do so. Taking into account the nature of the Processing of Personal Data, Tribe shall assist Customer, by appropriate technical and organisational measures and at Customer’s cost, insofar as possible, in fulfilling Customer’s obligations to respond to a Data Subject’s request to exercise their rights with respect to their Personal Data. (E) Notify Customer immediately in writing of any subpoena or other judicial or administrative order by a government authority or proceeding seeking access to or disclosure of Personal Data. Customer shall have the right to defend such action in lieu of and on behalf of Tribe. Customer may, if it so chooses, seek a protective order. Tribe shall reasonably cooperate with Customer in such defense. (F) Provide reasonable assistance to Customer, at Customer’s cost, in complying with Customer’s obligations under Applicable Law. (G) Maintain internal record(s) of Processing activities, copies of which shall be provided to Customer by Tribe or to supervisory authorities upon request. (H) Remain in compliance with GDPR, CCPA, PIPEDA and all other Applicable Laws with respect to any and all of Customer’s users while they are using the Tribe Services.

Obligation of the. PARTIES 4.1