Termination of the Agreement by Booking.com or BHI Due to a Termination of Your Services with BHI. If Booking.com or BHI desires to terminate the Agreement resulting in you ceasing to provide services to BHI, regardless of the reasons thereto, such termination will result in a de facto redundancy of your positions with both BHI and Booking.com as well as a termination of the Agreement, and you, Booking.com and BHI agree to enter into good faith discussions to terminate the Employment Agreement simultaneously by mutual consent.
Standalone Booking means a standalone booking of a Decolar Travel Product sourced through the Decolar API by an End User through the Expedia System.
Package Booking means a booking of a Decolar Travel Product sourced through the Decolar API by an End User through the Expedia System in connection with a trip that includes a booking by the same End User of a car-hire and/or airfare and/or rail ticket and/or cruise.
Booking Installation:
Consumed means, in the context of a Booking booked through the Decolar API, that the accommodation underlying such Booking has actually been provided to, and consumed by, the End User by the relevant Property and that the Compensation for such Booking has been retained or otherwise received by Decolar or its Affiliates.
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At any time while the Note or any amounts accrued and payable thereunder remain outstanding, the or any Subsidiary, as applicable, sells or grants any option to purchase or sells or grants any right to reprice, or otherwise disposes of or issues (or announces any sale, grant or any option to purchase or other disposition), any Common Stock or Common Stock Equivalents entitling any Person to acquire shares of Common Stock at an effective price per share that is lower than the Conversion Price then in effect (such lower price, the “Base Conversion Price” and each such issuance or announcement a “Dilutive Issuance”), then the Conversion Price shall be immediately reduced to equal the Base Conversion Price. Such adjustment shall be made whenever such Common Stock or Common Stock Equivalents are issued unless the net proceeds of such issuance are used to immediately pay amounts due hereunder.
Suspension of Sales. The Company or the Agent may, upon notice to the other party in writing (including by email correspondence to each of the individuals of the other party set forth on [Schedule 3], if receipt of such correspondence is actually acknowledged by any of the individuals to whom the notice is sent, other than via auto-reply) or by telephone (confirmed immediately by verifiable facsimile transmission or email correspondence to each of the individuals of the other party set forth on [Schedule 3]), suspend any sale of Placement Shares (a “Suspension”); provided, however, that such suspension shall not affect or impair any party’s obligations with respect to any Placement Shares sold hereunder prior to the receipt of such notice. While a Suspension is in effect, any obligation under [[Sections 7(l), 7(m), and 7(n)])])]])])] with respect to the delivery of certificates, opinions, or comfort letters to the Agent, shall be waived. Each of the parties agrees that no such notice under this [Section 4] shall be effective against any other party unless it is made to one of the individuals named on [Schedule 3] hereto, as such Schedule may be amended from time to time.
From the date hereof until fifty (50) days after the Closing Date, neither the Company nor any subsidiary shall # issue, enter into any agreement to issue or announce the issuance or proposed issuance of any shares of Common Stock or Common Stock Equivalents, or # file any registration statement or prospectus, or any amendment or supplement thereto.
The Company’s New Business Market Summary Report (NWAR60 Report), and its equivalent from each of the Company’s policy administration systems operational during 2024, will be the source of sales results for purposes of this Program. The bonus percentage corresponding with the Life Sales production levels achieved in 2024 will be applied to 100% of the Participant’s Base Salary in accordance with the following grid:
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