Qualifications and Limitations Sample Clauses

Qualifications and Limitations. To be eligible to participate in the Program and receive the post-retirement payment described in this Article, the faculty member must meet all of the following criteria: a) The faculty member must have completed at least ten (10) years of service to the College as a full-time faculty member as of his/her retirement date. Years of service may be non-consecutive. Neither accrued leave balances nor any period of a non-FMLA unpaid leave of absence count towards years of service. b) The faculty member must retire from the College and meet the eligibility criteria to retire under SURS as of his/her retirement date. The faculty member will no longer be an active or contributing participant in SURS immediately following his/her retirement date. c) Requests to participate in the Program may be made during any year of this contract. The last day to request to participate in the Program is December 3, 2021. During the 2018-2019 contract year, the minimum length of participation in the Program may be one (1) year, with a retirement date at the end of the 2019-2020 academic year. Otherwise, the minimum length of participation in the Program is two (2) years, and the maximum length is four (4) years. Under no circumstances may a faculty member’s retirement date be later than the first Wednesday after the end of the College’s 2026 Summer Session. d) Eligible faculty members may submit a written request to participate in the Program along with their notice of retirement to the appropriate ▇▇▇▇ and Vice President for Educational Affairs by December 3 of the academic year preceding the faculty member’s intended participation in the program, except for the 2018-2019 academic year when the request must be submitted by January 11, 2019. For example, a faculty member who wants to participate in the Program for three (3) years and retire at the end of the 2022-2023 academic year must give notice by December 3, 2019. The ▇▇▇▇ and Vice President for Educational Affairs shall notify the faculty member if he/she meets eligibility to participate in the Program within 30 calendar days from receipt of the faculty member’s request or by the last day of the applicable Fall semester, whichever date is earlier. The Board will then take action on the faculty member’s retirement date and participation in the Program. e) Once a faculty member is approved by the Board for retirement and participation in the Program, his/her retirement date is irrevocable. Separation of employment for any rea...

Qualifications and Limitations. Notwithstanding any provision contained in this Agreement to the contrary, the Indemnitor’s obligations to indemnify the Claimant pursuant to Section 10.2 or 10.3 shall be subject to the following qualifications and limitations: (a) In the determination of whether a breach has occurred with respect to any representation or warranty contained in Section 3 or Section 4 of this Agreement for purposes of the exercise by Buyer or Seller, as the case may be, of its indemnity rights under Section 10.2(a) or 10.3(a) hereof, any exception for “Material Adverse Effect” and any qualification by “in all material respects” in any representation or warranty shall be disregarded as if such representation or warranty did not contain such exception or qualification, and the phrase “material breach” or “material default” in any representation or warranty shall be read as if the word “material” were not present therein. (b) All of Buyer’s or Seller’s Losses sought to be recovered under Section 10.2 or 10.3 hereof shall be net of (i) any insurance proceeds received by Buyer or Seller as Claimant, as the case may be, with respect to the events giving rise to such Losses, and (ii) any tax benefits received by such Claimant in connection with such events. (c) Following the Closing Date, except for claims based on fraud, the sole and exclusive remedy for either Party for any claim arising out of a breach of any representation, warranty, covenant or other agreement herein shall be a claim for indemnification pursuant to this Section 10.

Qualifications and Limitations. To be eligible for this benefit a teacher must comply with all of the foregoing requirements and limitations. a. The teacher must be eligible to retire under the Illinois Teacher’s Retirement System and immediately receive a retirement annuity. b. The teacher must have completed a minimum of 15 years of full-time employment with Joliet Grade School District No. 86 immediately preceding retirement. c. To participate in this benefit the teacher must submit, to the Superintendent or designee, an irrevocable letter of retirement by April 1 of the school year prior to the commencement of the salary increase provisions. The letter shall identify the year of retirement. d. No teacher may participate in this program unless they have sufficient service credit, and/or age credit with the Illinois Teacher’s Retirement System to exempt the employer from the payment of any penalty or other additional amount, to the Teacher’s Retirement System. e. The Board may, in its sole discretion, limit the number of teachers who retire under this plan in any year to 30% of those teachers who are eligible for this benefit. In the event of any limitation in the program, the teacher with the greatest District seniority shall have the participation option. f. Any teacher who commences participation in this benefit, and fails to comply with the provisions herein, shall reimburse the District for any increased salary benefit granted under this provision, including tax and pension withholdings. Upon complete reimbursement, the teacher shall be entitled to any general wage increase, which would have been applicable during this period.

Qualifications and Limitations. The opinions set forth above are subject to the following qualifications and limitations:

Qualifications and Limitations. Employees eligible for the retirement incentive shall be subject to the following qualifications and limitations:

Qualifications and Limitations. The opinion contained herein is subject to the following qualifications and limitations. a. No opinion is expressed as to the laws of any jurisdictions other than Italy; b. this opinion speaks as of its date, is subject to applicable insolvency, bankruptcy, moratorium or other similar laws affecting creditors rights in general; c. this opinion has been delivered solely for your benefit. Accordingly, it may not be quoted, filed with any governmental authority or other regulatory agency or otherwise circulated or utilized for any other purpose without our prior written consent.

Qualifications and Limitations. The opinions set forth above are subject to the following qualifications and limitations: 1. The opinions expressed in Paragraph B.1 above as to the valid existence and good standing of the Company are based solely on our review of the good standing or similar certificates issued by appropriate authorities in the subject jurisdictions, copies of which have been made available to you and your counsel, and our opinions with respect to such matters are limited accordingly. 2. With respect to our opinion in Paragraph B.5 that the authorized and issued capital stock of the Company is as set forth in the Registration Statement, the Disclosure Package and the Prospectus under the heading “Description of Securities,” we have relied upon our review of the Delaware General Corporation Law, our review of the Company’s charter as to the number of shares of each authorized series and class of capital stock set forth under the caption “Description of Securities” in the Prospectus, and the respective rights, preferences, privileges, and restrictions thereof, and on certificates of officers. 3. With respect to our opinion in Paragraphs B.6 and B.7 regarding (i) consents, approvals, authorizations and orders or, or filings with any federal, Delaware corporate, Delaware state or New York state governmental or regulatory agency or body, and (ii) any court orders, judgments or decrees, we have relied solely upon written representations made to us by an officer of the Company and we have not conducted any special investigation of laws, statutes, rules or regulations, and our opinion with respect thereto is limited to the laws, statutes, rules and regulations of the United States and the State of New York, the State of Delaware and provisions of Delaware General Corporation Law. 4. With respect to our opinion in Paragraph B.7, we express no opinion on compliance by the Company with any financial covenants contained in any the agreements or instruments specified therein. 5. With respect to our opinion in Paragraph B.10, we have relied as to certain factual matters upon a certificate of an officer of the Company and have assumed that, pending their uses as identified in the Prospectus, the net proceeds of the offering contemplated by the Prospectus will be invested in government securities within the meaning of the Investment Company Act, to the extent necessary to ensure that the Company will not hold “investment securities” (within the meaning of the Investment Company Act) hav...

Qualifications and Limitations. To be eligible for the retirement benefits described above, a teacher must comply with all of the following requirements and limitations: 1. The teacher must be eligible for retirement under the Illinois Teacher’s Retirement System and receive retirement benefits commencing at the end of the final school year of employment pending completion of all Illinois Teacher’s Retirement System requirements. 2. The teacher must have a minimum of fifteen (15) years of regular full-time or part-time service with LaSalle School District #122 and must be eligible to retire under the Illinois Teacher’s Retirement System (“TRS”) or voluntary normal retirement plans without any TRS earnings cap penalty payment requirement for the Board based upon the teacher’s age and/or years of TRS creditable service. 3. To participate in this retirement plan, and receive benefits hereunder, the teacher must submit a notice of intent to retire to the Superintendent for Board approval by August 15 of the 4th, 3rd, 2nd, or last school year preceding the teacher’s final school year of employment. Teachers wishing to participate in this plan will be allowed to submit their requests after January 1st of their fifth year before their final year of employment. 4. Any teacher who commences participation in this retirement benefits plan and fails to comply with the provisions herein, with the exception of the death or total disability of the teacher during the final 3, 2, or 1 years of employment, and subsequently submits a letter to rescind the retirement and the Board accepts, shall reimburse the District for any increased salary payments granted under this provision. If a teacher submits a notice of retirement and begins receiving creditable earnings increases in accordance with this provision and subsequently rescinds his/her notice of intent to retire, the amount of creditable earnings received in excess of the annual salary increase negotiated for the teacher pursuant to the teacher salary schedule will be deducted from the teacher’s regular salary in equal installments for the same number of pay periods in which he/she received the creditable earnings increases under this Section 10.1.

Qualifications and Limitations. In addition to any exceptions, qualifications and assumptions noted above, the foregoing opinions are subject to the following exceptions, qualifications and assumptions: (a) Our opinion is limited to the laws of the State as presently written and interpreted; we have not made a review of the laws of any other jurisdiction, and we express no opinions concerning such laws or whether such laws may apply. For the purposes of our opinion, we have assumed, with your consent, that the State Documents will be governed in their entirety by the laws of the State. (b) This opinion speaks only as of the date hereof, and we undertake no obligation to advise you of legal or factual changes affecting this opinion that occur after the date of this letter. (c) Our opinions are subject to the effects of applicable bankruptcy, insolvency, reorganization, receivership, moratorium and other similar laws in effect from time to time affecting the rights and remedies of creditors generally, including, without limitation, fraudulent conveyance laws and judicially developed doctrines relevant to any of the foregoing laws. (d) Our opinions are subject to the effect of general principles of equity, including, without limitation, limitations on the availability of equitable remedies and concepts of materiality, reasonableness, good faith and fair dealing, and other similar doctrines affecting the enforceability of agreements generally (regardless of whether considered in a proceeding in equity or at law). (e) The availability or enforceability of particular remedies (including all self-help remedies, rights to injunctions, specific performance, or appointment of a receiver, custodian or trustee) and waivers in the State Documents may be limited by equitable principles or applicable laws, rules, regulations, court decisions and constitutional requirements in and of the State, but the inclusion of such remedial provisions will not, in our judgment, render any of the State Documents invalid as a whole, or materially interfere with the exercise of the foreclosure remedies normally used by secured lenders in the State, other than by delay resulting from the application of such laws and principles. (f) A court of equity could enjoin Collateral Agent from foreclosing its liens or security interests or enforcing its remedies under the State Documents by reason of any unconscionable or inequitable conduct on Collateral Agent’s part, or if there are equitable defenses, defenses arising from Co...