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name: General

GENERAL. Each of the Parties will use his reasonable best efforts to take all action and to do all things necessary, proper, or advisable to consummate and make effective the transactions contemplated by this Agreement (including satisfying the closing conditions set forth in Section 7 below).
GENERAL. In case at any time after the Closing any further action is necessary or desirable to carry out the purposes of this Agreement, each of the Parties will take such further action (including the execution and delivery of such further instruments and documents) as any other Party reasonably may request, all at the sole cost and expense of the requesting Party (unless the requesting Party is entitled to indemnification therefor under Section 8 below). The Sellers acknowledge and agree that from and after the Closing the Buyer will be entitled to possession of all documents, books, records, agreements, and financial data of any sort relating to the Target.
General. Notices and all other communications contemplated by this Agreement shall be in writing and shall be deemed to have been duly given when personally delivered or when mailed by U.S. registered or certified first class mail, return receipt requested, and postage prepaid. In the case of the Executive, mailed notices shall be addressed to him at the home address which he most recently communicated to the Company in writing. In the case of the Company, mailed notices shall be directed to the attention of its Chief Executive Officer.
General. Wherever the following terms are used in this Plan they shall have the meaning specified below, unless the context clearly indicates otherwise.
GENERAL. If, through or as a result of any merger, consolidation, sale of all or substantially all of the assets of the Company, reorganization, recapitalization, reclassification, stock dividend, stock split, reverse stock split or other similar transaction, (i) the outstanding shares of Common Stock are increased or decreased or are exchanged for a different number or kind of shares or other securities of the Company, or (ii) additional shares or new or different shares or other securities of the Company or other non cash assets are distributed with respect to such shares of Common Stock or other securities, (A) the Optionee shall, with respect to this option or any unexercised portion hereof, be entitled to the rights and benefits, and be ...
General. Each of the Parties will (and in the case of Masco, will cause Masco Corporation Limited to) take all reasonable action and do all things reasonably necessary, proper or advisable in order to consummate and make effective the transactions contemplated by this Agreement (including satisfaction, but not waiver, of the closing conditions set forth in ss.7 below). Without limiting the generality of the preceding sentence, each of the Parties will (and in the case of Masco, will cause Masco Corporation Limited to) use its best efforts and will instruct its officers, directors, employees, representatives, investment bankers, financial advisors, and other agents and Affiliates to use their respective best efforts to achieve a Closing on or before ...
General. In no event will the provisions of this ss.10, or any exercise by Masco of its rights under this ss.10, increase the obligations and liabilities of Masco with respect to environmental matters involving the HFG Companies and their Subsidiaries beyond what is provided in ss.8 above.
General. References in the Credit Agreement to "this Agreement" (and indirect references such as "hereunder", "hereby", "herein" and "hereof") shall be deemed to be references to the Credit Agreement as amended hereby. References in the Credit Agreement to "the Notes" shall be deemed to include reference to the New Notes under and as defined in Section 4(B) hereof.
General. In addition to the termination of the employment of the EMPLOYEE upon the expiration of the TERM, the employment of the EMPLOYEE shall terminate at any other time during the TERM upon the delivery by the EMPLOYERS of written notice of employment termination to the EMPLOYEE. Without limiting the generality of the foregoing sentence, the following subparagraphs (i), (ii) and (iii) of this Section 4(a) shall govern the obligations of the EMPLOYERS to the EMPLOYEE upon the occurrence of the events described in such subparagraphs:
General. If, during the Protected Period following each Change in Control, the Executive's employment is terminated either (i) by the Company (other than for Cause or Disability), or (ii) by the Executive for Good Reason, then the Executive (or his estate or personal representative), shall be entitled to the Termination Benefits provided in this Section 2.
General. The Executive hereby acknowledges that, during and solely as a result of the Executive's employment by the Company, the Executive has received and shall continue to receive: (1) special training and education with respect to the operations of the Company's real estate development and management businesses and its leasing, lending and financing activities, and other related matters, and (2) access to confidential information and business and professional contacts. In consideration of the special and unique opportunities afforded to the Executive by the Company as a result of the Executive's employment, as outlined in the previous sentence, the Executive hereby agrees to the restrictive covenants in this Section 11.
General. In the event of a subdivision of the outstanding Stock, a declaration of a dividend payable in Shares, a declaration of a dividend payable in a form other than Shares in an amount that has a material effect on the value of Shares, a combination or consolidation of the outstanding Stock (by reclassification or otherwise) into a lesser number of Shares, a recapitalization, a spinoff or a similar occurrence, the Committee shall make appropriate adjustments in one or more of:
General. None of the representations or warranties made by the Sellers or Athletes in this Agreement are false or misleading with respect to any material fact or omit to state any material fact necessary in order to make the statements therein contained not misleading.
General. Awards may be granted on the terms and conditions set forth in this Section 6. In addition, the Committee may impose on any Award or the exercise thereof, at the date of grant or thereafter (subject to Section 9(e)), such additional terms and conditions, not inconsistent with the provisions of the Plan, as the Committee shall determine, including terms regarding forfeiture of Awards or continued exercisability of Awards in the event of termination of employment by the Participant.
GENERAL. The Company shall indemnify, and shall advance Expenses to, Indemnitee as provided in this Agreement and to the fullest extent permitted by law.
General. In addition to the Base Amount, Executive shall have the opportunity to accrue a bonus (with respect to each Bonus Year, the "Annual Bonus Accrual") for each Fiscal Year set forth on Schedule A attached hereto which ends during the Employment Period (each such Fiscal Year, a "Bonus Year") in an amount (excluding interest accruing as contemplated in this Section 9(a)) up to the Maximum Annual Bonus Accrual. Such Annual Bonuses shall accrue as provided in Section 9(b), but shall be payable only as provided in Sections 9(c) and 9(d), and in such event shall be payable only by Operating LLC. The amount of the Annual Bonus Accrual with respect to each Bonus Year shall accrue interest, commencing on the date on which the audited, consolidated ...
General. The Executive is engaged as a Vice President of the Company. In addition, at the request of the Board of Directors, the Executive shall serve in the same positions in any wholly owned subsidiary of the Company, without any additional compensation. The Executive shall have such duties and hold such other offices as may from time to time be reasonably assigned to him by the Board of Directors of the Company.
GENERAL. The purchase price per share of stock deliverable upon the exercise of an option shall be determined by the Board of Directors at the time of grant of such option; PROVIDED, HOWEVER, that in the case of an Incentive Stock Option, the exercise price shall not be less than 100% of the Fair Market Value (as hereinafter defined) of such stock, at the time of grant of such option, or less than 110% of such Fair Market Value in the case of options described in Section 11(b). "Fair Market Value" of a share of Common Stock of the Company as of a specified date for the purposes of the Plan shall mean the closing price of a share of the Common Stock on the principal securities exchange (including the Nasdaq National Market) on which such shares are ...
General. To the extent that the requirements of Code Section 409A are applicable to this Award, it is the intention of both Company and Participant that the benefits and rights to which Participant could be entitled pursuant to this Agreement comply with Code Section 409A and the Treasury Regulations and other guidance promulgated or issued thereunder ("Section 409A"), and the provisions of this Agreement shall be construed in a manner consistent with that intention. The Plan and any Award Agreements issued thereunder may be amended in any respect deemed by the Committee to be necessary in order to preserve compliance with Section 409A.
GENERAL. All covenants, agreements, representations and warranties made in this Agreement or any other Lender Agreement or in certificates delivered pursuant hereto or thereto shall be deemed to have been relied on by each Lender, notwithstanding any investigation made by any Lender on its behalf, and shall survive the execution and delivery to the Lenders hereof and thereof. The invalidity or unenforceability of any provision hereof shall not affect the validity or enforceability of any other provision hereof. The headings in this Agreement are for convenience of reference only and shall not limit or otherwise affect the meaning hereof. This Agreement and the other Lender Agreements constitute the entire understanding of the parties with respect ...