Sentences with phrase «based upon party»

As in many systems containing or based upon party - list representation, in order to be eligible for list seats in some AMS models, a party must earn at least a certain percentage of the total party vote, or no candidates will be elected from the party list.

Not exact matches

Unlike other third - party roaming options, most notably Vancouver - based Roam Mobility, KnowRoaming doesn't require users to swap out their Subscriber Identity Module (SIM) card upon arriving in another country.

The rates are based on a percentage of the streaming company's revenue or total content costs, agreed upon payment amounts by all parties.

The evaluation of these candidates may be based solely upon information provided to the committee or may also include discussions with persons familiar with the candidate, an interview of the candidate, or other actions the Nominating and Corporate Governance Committee deems appropriate, including the use of third parties to review candidates.

Low closing costs is based upon analysis of application, appraisal, and origination fees for competing U.S. lenders as compiled by an independent third party research firm on a quarterly basis.

The evaluation of these candidates may be based solely upon information provided to the committee or may also include discussions with persons familiar with the candidate, an interview of the candidate, or other actions the committee deems appropriate, including the use of third parties to review candidates.

in the case of our directors, officers, and security holders, (i) the receipt by the locked - up party from us of shares of Class A common stock or Class B common stock upon (A) the exercise or settlement of stock options or RSUs granted under a stock incentive plan or other equity award plan described in this prospectus or (B) the exercise of warrants outstanding and which are described in this prospectus, or (ii) the transfer of shares of Class A common stock, Class B common stock, or any securities convertible into Class A common stock or Class B common stock upon a vesting or settlement event of our securities or upon the exercise of options or warrants to purchase our securities on a «cashless» or «net exercise» basis to the extent permitted by the instruments representing such options or warrants (and any transfer to us necessary to generate such amount of cash needed for the payment of taxes, including estimated taxes, due as a result of such vesting or exercise whether by means of a «net settlement» or otherwise) so long as such «cashless exercise» or «net exercise» is effected solely by the surrender of outstanding stock options or warrants (or the Class A common stock or Class B common stock issuable upon the exercise thereof) to us and our cancellation of all or a portion thereof to pay the exercise price or withholding tax and remittance obligations, provided that in the case of (i), the shares received upon such exercise or settlement are subject to the restrictions set forth above, and provided further that in the case of (ii), any filings under Section 16 (a) of the Exchange Act, or any other public filing or disclosure of such transfer by or on behalf of the locked - up party, shall clearly indicate in the footnotes thereto that such transfer of shares or securities was solely to us pursuant to the circumstances described in this bullet point;

Actual results may vary materially from those expressed or implied by forward - looking statements based on a number of factors, including, without limitation: (1) risks related to the consummation of the Merger, including the risks that (a) the Merger may not be consummated within the anticipated time period, or at all, (b) the parties may fail to obtain shareholder approval of the Merger Agreement, (c) the parties may fail to secure the termination or expiration of any waiting period applicable under the HSR Act, (d) other conditions to the consummation of the Merger under the Merger Agreement may not be satisfied, (e) all or part of Arby's financing may not become available, and (f) the significant limitations on remedies contained in the Merger Agreement may limit or entirely prevent BWW from specifically enforcing Arby's obligations under the Merger Agreement or recovering damages for any breach by Arby's; (2) the effects that any termination of the Merger Agreement may have on BWW or its business, including the risks that (a) BWW's stock price may decline significantly if the Merger is not completed, (b) the Merger Agreement may be terminated in circumstances requiring BWW to pay Arby's a termination fee of $ 74 million, or (c) the circumstances of the termination, including the possible imposition of a 12 - month tail period during which the termination fee could be payable upon certain subsequent transactions, may have a chilling effect on alternatives to the Merger; (3) the effects that the announcement or pendency of the Merger may have on BWW and its business, including the risks that as a result (a) BWW's business, operating results or stock price may suffer, (b) BWW's current plans and operations may be disrupted, (c) BWW's ability to retain or recruit key employees may be adversely affected, (d) BWW's business relationships (including, customers, franchisees and suppliers) may be adversely affected, or (e) BWW's management's or employees» attention may be diverted from other important matters; (4) the effect of limitations that the Merger Agreement places on BWW's ability to operate its business, return capital to shareholders or engage in alternative transactions; (5) the nature, cost and outcome of pending and future litigation and other legal proceedings, including any such proceedings related to the Merger and instituted against BWW and others; (6) the risk that the Merger and related transactions may involve unexpected costs, liabilities or delays; (7) other economic, business, competitive, legal, regulatory, and / or tax factors; and (8) other factors described under the heading «Risk Factors» in Part I, Item 1A of BWW's Annual Report on Form 10 - K for the fiscal year ended December 25, 2016, as updated or supplemented by subsequent reports that BWW has filed or files with the SEC.

The Series A Preferred shall also be convertible into any future series of Preferred Stock (the «Future Preferred») under either of the following circumstances: (a) if such conversion is approved by the Board or (b) if such conversion is in connection with a future Preferred Stock equity financing in which the Company's fully diluted pre-money valuation is greater than the Company's fully diluted post-money valuation immediately following the Series A Financing contemplated by this term sheet (a «Future Financing»), in either case, on a one - for - one basis (subject to anti-dilution adjustment) at the option of the holder; provided however, if such conversion is in connection with a Future Financing, that the holder may convert into shares of Future Preferred only in the event that all of such shares of Future Preferred received by the holder upon conversion are sold to an Approved Investor (as defined below) no later than 90 days following the first closing of the Future Financing at a price per share no lower than the price per share at which the Company sells shares of such Future Preferred in the Future Financing and, provided further, that such Approved Investor is not an affiliate, family member, or related party of the holder.

Crypto Derivatives are contracts between two or more parties and based upon the value of cryptocurrency.

Perhaps an all - party committee of the House of Commons could choose Senators, based upon non-political criteria: certain proven abilities and skills in analyzing legislation, for example, or experience in the area of social policy.

While the Nazi party and the various ethnic cleansings in Armenia, the Balkans, and Africa were not really based upon atheism (thus making his argument that atheism has killed more folks than organized religion a bit shaky), ALL of the instances he mentions are bona - fide examples of almost incomprehensibly large numbers of deaths, NONE of which can be blamed, even remotely, on «organized religion.»

In addition to the license that you grant to Facebook to use your User Content, you grant an irrevocable, perpetual, global and royalty - free license to Unilever, its subsidiaries and affiliates and their respective licensees, successors, assigns and those acting under their permission (collectively, the «Unilever Parties»), to reproduce, distribute, exhibit, publish, perform, modify, create derivative works based upon, and otherwise use the User Content that you post on the Unilever Food Solutions USA Facebook Page in any and all media now known or hereafter developed, with or without attribution to you, for advertising, promotion, publicity, trade, merchandising, packaging, public relations and media purposes and for any other lawful purposes whatsoever.

The review by the Australian Competition Tribunal should be based upon the material that was before the ACCC, but the Tribunal should have the discretion to allow a party to adduce further evidence, or to call and question a witness, if the Tribunal is satisfied that there is sufficient reason.

However, the player / team relationship is a voluntary relationship based upon a contract that both parties agree to.

Adoption professionals generally moderate the degree of openness between the two parties, based upon their mutual wishes and what works for them.

But none of these reasons are conclusive, and the dangers of an evolution in the party's policy based upon review and further delay in the project may not be as potent as often assumed.

Your question also touches upon another problem: The fact that first - past - the - post and other systems based on gaining a plurality of the vote in single - seat constituencies distort the vote and can be used to durably keep minority parties out of the parliament and government politics.

They arise, too from electoral bases of legitimacy: from Senators» identifications with state interests and cultures, from Representatives» dependence upon their districts» majority party voters and party activists for biennial re-election.

She would use a win to further the appalling set of policies the right wing of her party are intent upon: cutting welfare provision for the disabled and the elderly, cutting housing benefit, furthering the privatisation of the NHS, expanding faith - based and selective schooling, preparing for a post-Brexit bonfire of regulations protecting consumers, employees and the environment.

Once upon a time the early autumn of the average London - based political journalist consisted of three weeks spent at three UK party conferences and then a return to their regular beat at Westminster.

«He currently serves as the Co-Chairman of the NYS GOP's Finance Committee and is uniquely positioned through his numerous contacts to restore Wall Street's support of the Republican Party and the principles upon which it is based.»

(This answer is based mostly upon my experience serving as treasurer for a county level political party.)

Laws was determined to establish the achievements of his Party but, based upon notes he kept and those by Clegg, he has detailed accounts of many important decisions and shrewd pen portraits of his ministerial colleagues.

In the case of Labour, any change to «contracting - in» will impact significantly upon the party's income base.

In Portrait of a Party: The Conservative Party in Britain 1918 - 1945 (OUP # 85) Stuart Ball has written a magisterial account based upon memoirs, private papers and the archives of the Conservative Party.

However, the parties put in place rules that affect the number of delegates a state gets based upon when the primary is.

Notwithstanding these petitions, this Court can not make new law based upon a political party's agenda,» Richmond County Supreme Court Judge Phil Minardo wrote in a 19 - page decision issued Friday.

Dyer's calls for political unity and his promise to end partisan bickering struck a chord with many Reform Party activists; he criticized both major parties based upon his experiences dealing with the Hudson County political machine.

«It has become clear I do not have sufficient authority, nor the full support of MEP colleagues and party officers to implement the changes I believe are necessary and upon which I based my campaign,» she said.

The relationship between elected officials once they are elected, and political parties, is mostly a voluntary one based upon mutual admiration and loyalty.

The package which, the Tories say, will be financed by spending restraint in 2009/10 * communicates (1) a concern for potentially unemployed young graduates and (2) also the party's belief that Britain's economic future depends upon much more investment in tech - based industries.

From 2013 to 2015, the Bow Group held a number of debates on whether the Conservative Party and UK Independence Party could work together to unite based upon common conservative values.

«Assemblyman Sheldon Silver has dedicated the last two decades to New York, leading the Democratic conference in an effort to uphold everything that is based upon the fundamental principles of our conference and party.

Samples of party members and members of Labour affiliated trade unions were polled, and MPs» preferences were based upon research by the website Left Foot Forward.

If he is to secure the Democratic nomination, tantamount to re-election, he'll need to massage his party's base — this Monday's event heaping accolades upon Cuomo for the fracking ban looking like a good start.

Supervisor Gromack, who provided the job for Savino based on representations to him from Sparaco and the ex-Chairman of the Republican Party, Vinnie Reda, held an emergency Town Board meeting to fire Savino upon his arrest for accepting a bribe.

Such relationships are based on convenient terms agreed upon by both the parties.

Interactive Entertainment today announced Scribblenauts ™ Showdown, a new video game based on the inventive franchise that expands upon the puzzle - action series» creativity by introducing two new party game modes for one to four players.

... As part of their commitment, NESTA wrote a letter to President Obama outlining their commitment to publish outcomes on an annual basis and have them verified by third - party CPAs, based on... agreed upon criteria.»

This is also based upon paying a 3rd party eLearning company to develop your course with your company providing source content (PowerPoint, training manuals, and other existing material) as well as subject matter expertise as needed.

Regardless of the cause or basis for the termination, you agree that The Math Learning Center shall not be liable to you or any third party for termination of Website access, and, unless required by law, we will not be required to make information you have provided us through your use of the Website (if any) available to you upon such termination.

Earlier investments of nearly $ 3 million in this personalized learning portfolio include Rocketship, a national network of blended learning schools seeking to eliminate the achievement gap in low - income neighborhoods, New York City's School of One blending learning model upon which New Classrooms is based, and CFY, a national nonprofit organization that runs the acclaimed online learning platform, PowerMyLearning.com, which provides students, teachers, parents and school leaders with free online access to pre-screened digital learning activities produced by third parties, as well as consumer ratings.

Memorandum of Understanding (MOU) This sample MOU can be used as a basis for establishing an agreed upon set of expectations between a school, lead partner agency, and any other parties with which a school partners.

Actual valuations will vary based upon market conditions, specifications, vehicle condition or other particular circumstances pertinent to this particular vehicle or the transaction or the parties to the transaction.

Rhode Island was unique in allowing divorce based upon other, more ambiguous grounds, as well... [as] an omnibus clause in the state's legal code authorized divorce based upon... «gross misbehavior and wickedness in either of the parties repugnant to and inconsistent with the marriage contract»... the relative vagueness of the terms «gross misbehavior and wickedness» left room for interpretation by Rhode Island judges.

The parties have been unable to agree upon any of the matters of substance, in particular on the form of and territorial extent of any injunctive relief, upon the extent of any Island Records v Tring disclosure (relevant to the election of an inquiry as to damages or an account of profits), upon whether and if so in what form there should be an order for publicity of the judgment as an enforcement measure, upon the appropriate basis and order as to costs, upon whether the Claimants» costs should be reduced by reason of the fact that for a period an exclusive licence was not registered, upon the extent of any CPR 31.22 order in relation to alleged confidential information, upon whether there should be permission to appeal and upon whether there should be a stay pending any appeal.»

Neither party offered evidence as to the monthly payment required to amortize the indebtedness at the current interest rate; however, based upon the evidence offered, the Court calculates that the monthly payment would be $ 915.00 per month.»

Based on the answers to these questions, a payment plan will be created that is agreed upon by both parties.

The details and formulas touched on above should be considered a brief outline of the options that are available, whereas your actual strategy should be examined in detail based upon the needs and goals of your estate and all parties concerned.