Comparable Terms Sample Clauses

Comparable Terms. Effective as of the Close of the Distribution Date, WhiteWave shall adopt or shall cause to be adopted for the benefit of eligible WhiteWave Employees, health and welfare plans, including, but not limited to, plans providing (i) executive long-term disability insurance and (ii) health, dental and life insurance benefits (the “WhiteWave Welfare Plans”) that are substantially the same as the benefits provided under the corresponding Xxxx Foods Welfare Plan in which such individuals were participating immediately prior to the Distribution Date. Notwithstanding the immediately preceding sentence, WhiteWave may alter the terms and conditions of the WhiteWave Welfare Benefit Plans relative to the terms and conditions of the Xxxx Foods Welfare Benefit Plans to the extent that WhiteWave reasonably determines in good faith that it can not provide substantially the same benefits at a commercially reasonable cost because (i) the number of persons who will be participants in the WhiteWave Welfare Plans is significantly smaller than the number of participants in the Xxxx Foods Welfare Plans immediately prior to the Distribution Date, (ii) the WhiteWave Welfare Plan will be funded through an insured arrangement, while the corresponding Xxxx Foods Welfare Plan was funded under a self-insured arrangement or (iii) of the inability of the WhiteWave Benefit Plans to procure on commercially reasonable terms contracts with the same third party vendors who assisted in administering the Xxxx Foods Welfare Plans. For purposes of the immediately preceding sentence, an amount up to or equal to 105% of the costs incurred by Xxxx Foods in respect of the Xxxx Foods Welfare Plans, as determined on a per capita basis, immediately prior to the Distribution Date shall be deemed to be commercially reasonable. In addition, WhiteWave shall retain the right to modify, amend, alter or terminate the terms of any WhiteWave Welfare Plan to the same extent that Xxxx Foods or another member of the Xxxx Foods Group had such rights under the corresponding Xxxx Foods Welfare Plan.
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Comparable Terms. The fees charged HBOC Customers by WebMD for ---------------- WebMD Services and any non-price terms imposed shall not at any time be less favorable than any price or non-price terms offered by WebMD to customers of any third party which markets the WebMD Services in comparable volumes. In the event that WebMD offers any third party distributor of the WebMD Services more favorable price or non-price terms than those offered hereunder to HBOC, the WebMD shall so notify HBOC, and the more favorable terms shall be immediately extended to HBOC.
Sample 1
Comparable Terms. For purposes of this Agreement, an offer on “Comparable Terms” means an offer of employment from the Buyer with:
Sample 1
Comparable Terms. The fees charged DuPont Customers by WebMD for WebMD Services and any non-price terms imposed shall not at any time be less favorable than any price or non-price terms offered by WebMD to customers of any third party which market the WebMD Services in comparable volumes. In the event that WebMD offers any third party distributor of the WebMD Services more favorable price or non-price terms than those offered hereunder to DuPont, the WebMD shall so notify DuPont, and the more favorable terms shall be immediately extended to DuPont.
Sample 1
Comparable Terms. The List Prices and Royalties of this Agreement shall not at any time be less favorable than any price terms offered by Business Partner to any similarly-situated third party which distributes BP Software in comparable volumes. In the event that Business Partner offers any third party more favorable price or non-price terms than those offered hereunder to HBOC, the Business Partner shall so notify HBOC, and the more favorable terms shall be immediately extended to HBOC.
Sample 1

Related to Comparable Terms

  • UCC Terms Terms defined in the UCC in effect on the Closing Date and not otherwise defined herein shall, unless the context otherwise indicates, have the meanings provided by those definitions. Subject to the foregoing, the term “UCC” refers, as of any date of determination, to the UCC then in effect.

  • Agreement Terms The terms of the Agreement conform to University policy. The period of performance for the project is approximately two (2) years. The amount of funding support will not exceed $62,500. Since research projects are often amended, this agreement includes provisions for changes in time and scope. University procedures for approval of these changes will be followed and additional conflict of interest review will be done as appropriate.

  • Financial Terms a. Customer shall pay Licensor any fees or payments net 30 days from Licensor's invoice. Licensor may charge Customer an additional 1.5% per month (or such lower amount as required by applicable law) for all fees that are not paid on time.

  • Special Terms Terms defined in this Schedule 1 shall have the same meanings when used throughout this Agreement. In the event of any conflict between the terms set out in the various Schedules, the Schedules shall prevail in the order in which they appear in the Agreement. For the purposes of the provision of the Services and any Goods, the terms of this Agreement shall prevail over any other terms and conditions issued by the British Council (whether on a purchase order or otherwise).

  • Commercial Terms Seller: PACIFIC GAS AND ELECTRIC COMPANY, limited for all purposes hereunder to its electric procurement and electric fuels functions Buyer: [Buyer to insert its full name here in all caps] Product: The Product shall consist of Electric Energy and associated Green Attributes from the Project, as further described and subject to the provisions herein.

  • Definitional Provisions (a) The words “hereof,” “herein,” and “hereunder” and words of similar import, when used in this Agreement, shall refer to this Agreement as a whole and not to any particular provisions of this Agreement.

  • Additional Terms applicable to the Transaction Adjustments applicable to the Transaction: Potential Adjustment Events: Notwithstanding Section 11.2(e) of the Equity Definitions, a “Potential Adjustment Event” means an occurrence of any event or condition, as set forth in any Dilution Adjustment Provision, that would result in an adjustment under the Indenture to the “Conversion Rate” or the composition of a “unit of Reference Property” or to any “Last Reported Sale Price,” “Daily VWAP,” “Daily Conversion Value” or “Daily Settlement Amount” (each as defined in the Indenture). For the avoidance of doubt, Dealer shall not have any delivery or payment obligation hereunder, and no adjustment shall be made to the terms of the Transaction, on account of (x) any distribution of cash, property or securities by Counterparty to holders of the Convertible Notes (upon conversion or otherwise) or (y) any other transaction in which holders of the Convertible Notes are entitled to participate, in each case, in lieu of an adjustment under the Indenture of the type referred to in the immediately preceding sentence (including, without limitation, pursuant to the fourth sentence of Section 14.04(c) of the Indenture or the fourth sentence of Section 14.04(d) of the Indenture). Method of Adjustment: Calculation Agent Adjustment, which means that, notwithstanding Section 11.2(c) of the Equity Definitions, upon any Potential Adjustment Event, the Calculation Agent, acting in good faith and in a commercially reasonable manner, shall make a corresponding adjustment to any one or more of the Strike Price, Number of Options, Option Entitlement and any other variable relevant to the exercise, settlement or payment for the Transaction. Notwithstanding the foregoing and “Consequences of Merger Events / Tender Offers” below:

  • Certain Uniform Commercial Code Terms As used herein, the terms “Account”, “Chattel Paper”, “Commodity Account”, “Commodity Contract”, “Deposit Account”, “Document”, “Electronic Chattel Paper”, “General Intangible”, “Goods”, “Instrument”, “Inventory”, “Equipment”, “Investment Property”, “Letter-of-Credit Right”, “Money”, “Proceeds”, “Promissory Note”, “Supporting Obligations” and “Tangible Chattel Paper” have the respective meanings set forth in Article 9 of the NYUCC, and the terms “Certificated Security”, “Clearing Corporation”, “Entitlement Holder”, “Financial Asset”, “Indorsement”, “Securities Account”, “Securities Intermediary”, “Security”, “Security Entitlement” and “Uncertificated Security” have the respective meanings set forth in Article 8 of the NYUCC.

  • Uniform Commercial Code Terms All terms used herein and defined in the Uniform Commercial Code as adopted in the State of New York from time to time (the “Uniform Commercial Code”) shall have the meaning given therein unless otherwise defined herein. Without limiting the foregoing, the terms “accounts”, “chattel paper”, “commercial tort claims”, “instruments”, “general intangibles”, “goods”, “payment intangibles”, “proceeds”, “supporting obligations”, “securities”, “investment property”, “documents”, “deposit accounts”, “software”, “letter of credit rights”, “inventory”, “equipment” and “fixtures”, as and when used in the description of Collateral shall have the meanings given to such terms in Articles 8 or 9 of the Uniform Commercial Code. To the extent the definition of any category or type of collateral is expanded by any amendment, modification or revision to the Uniform Commercial Code, such expanded definition will apply automatically as of the date of such amendment, modification or revision.

  • Specific Terms Whenever used in this Agreement, the following words and phrases, unless the context otherwise requires, shall have the following meanings:

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