Dissent rights are also commonly given to registered shareholders by agreement or court order
in plan of arrangement transactions.
Not exact matches
Important factors that could cause actual results to differ materially from those reflected
in such forward - looking statements and that should be considered
in evaluating our outlook include, but are not limited to, the following: 1) our ability to continue to grow our business and execute our growth strategy, including the timing, execution, and profitability
of new and maturing programs; 2) our ability to perform our obligations under our new and maturing commercial, business aircraft, and military development programs, and the related recurring production; 3) our ability to accurately estimate and manage performance, cost, and revenue under our contracts, including our ability to achieve certain cost reductions with respect to the B787 program; 4) margin pressures and the potential for additional forward losses on new and maturing programs; 5) our ability to accommodate, and the cost
of accommodating, announced increases
in the build rates
of certain aircraft; 6) the effect on aircraft demand and build rates
of changing customer preferences for business aircraft, including the effect
of global economic conditions on the business aircraft market and expanding conflicts or political unrest
in the Middle East or Asia; 7) customer cancellations or deferrals as a result
of global economic uncertainty or otherwise; 8) the effect
of economic conditions
in the industries and markets
in which we operate
in the U.S. and globally and any changes therein, including fluctuations
in foreign currency exchange rates; 9) the success and timely execution
of key milestones such as the receipt
of necessary regulatory approvals, including our ability to obtain
in a timely fashion any required regulatory or other third party approvals for the consummation
of our announced acquisition
of Asco, and customer adherence to their announced schedules; 10) our ability to successfully negotiate, or re-negotiate, future pricing under our supply agreements with Boeing and our other customers; 11) our ability to enter into profitable supply
arrangements with additional customers; 12) the ability
of all parties to satisfy their performance requirements under existing supply contracts with our two major customers, Boeing and Airbus, and other customers, and the risk
of nonpayment by such customers; 13) any adverse impact on Boeing's and Airbus» production
of aircraft resulting from cancellations, deferrals, or reduced orders by their customers or from labor disputes, domestic or international hostilities, or acts
of terrorism; 14) any adverse impact on the demand for air travel or our operations from the outbreak
of diseases or epidemic or pandemic outbreaks; 15) our ability to avoid or recover from cyber-based or other security attacks, information technology failures, or other disruptions; 16) returns on pension
plan assets and the impact
of future discount rate changes on pension obligations; 17) our ability to borrow additional funds or refinance debt, including our ability to obtain the debt to finance the purchase price for our announced acquisition
of Asco on favorable terms or at all; 18) competition from commercial aerospace original equipment manufacturers and other aerostructures suppliers; 19) the effect
of governmental laws, such as U.S. export control laws and U.S. and foreign anti-bribery laws such as the Foreign Corrupt Practices Act and the United Kingdom Bribery Act, and environmental laws and agency regulations, both
in the U.S. and abroad; 20) the effect
of changes
in tax law, such as the effect
of The Tax Cuts and Jobs Act (the «TCJA») that was enacted on December 22, 2017, and changes to the interpretations
of or guidance related thereto, and the Company's ability to accurately calculate and estimate the effect
of such changes; 21) any reduction
in our credit ratings; 22) our dependence on our suppliers, as well as the cost and availability
of raw materials and purchased components; 23) our ability to recruit and retain a critical mass
of highly - skilled employees and our relationships with the unions representing many
of our employees; 24) spending by the U.S. and other governments on defense; 25) the possibility that our cash flows and our credit facility may not be adequate for our additional capital needs or for payment
of interest on, and principal
of, our indebtedness; 26) our exposure under our revolving credit facility to higher interest payments should interest rates increase substantially; 27) the effectiveness
of any interest rate hedging programs; 28) the effectiveness
of our internal control over financial reporting; 29) the outcome or impact
of ongoing or future litigation, claims, and regulatory actions; 30) exposure to potential product liability and warranty claims; 31) our ability to effectively assess, manage and integrate acquisitions that we pursue, including our ability to successfully integrate the Asco business and generate synergies and other cost savings; 32) our ability to consummate our announced acquisition
of Asco
in a timely matter while avoiding any unexpected costs, charges, expenses, adverse changes to business relationships and other business disruptions for ourselves and Asco as a result
of the acquisition; 33) our ability to continue selling certain receivables through our supplier financing program; 34) the risks
of doing business internationally, including fluctuations
in foreign current exchange rates, impositions
of tariffs or embargoes, compliance with foreign laws, and domestic and foreign government policies; and 35) our ability to complete the proposed accelerated stock repurchase
plan, among other things.
These regulations would affect participants
in, beneficiaries
of, employers maintaining, and administrators
of tax - qualified
plans that contain cash or deferred
arrangements or provide for matching contributions or employee contributions.
We generally do not enter into severance
arrangements with our named executive officers, and none
of the equity awards granted to the named executive officers under Apple's equity incentive
plans provide for acceleration
in connection with a change
in control or a termination
of employment, other than as noted below or
in connection with death or disability.
Other than periodic incentive
plans that were historically provided to Mr. McNeill based on the achievement
of specific customer - related metrics, including as set forth under the «Non-Equity Incentive
Plan Compensation» column
in «Executive Compensation — Summary Compensation Table» below, we do not currently have or have
planned any specific
arrangements with our named executive officers providing for cash - based bonus awards.
(a) Schedule 2.7 (a)
of the Disclosure Schedule contains a list setting forth each employee benefit
plan, program, policy or arrangement (including any «employee benefit plan» as defined in Section 3 (3) of the Employee Retirement Income Security Act of 1974, as amended («ERISA»)(«ERISA Plan»)-RRB-, including, without limitation, employee pension benefit plans, as defined in Section 3 (2) of ERISA, multi-employer plans, as defined in Section 3 (37) of ERISA, employee welfare benefit plans, as defined in Section 3 (1) of ERISA, deferred compensation plans, stock option plans, bonus plans, stock purchase plans, fringe benefit plans, life, hospitalization, disability and other insurance plans, severance or termination pay plans and policies, sick pay plans and vacation plans or arrangements, whether or not an ERISA Plan (including any funding mechanism therefore now in effect or required in the future as a result of the transactions contemplated by this Agreement or otherwise), whether formal or informal, oral or written, under which (i) any current or former employee, director or individual consultant of the Company (collectively, the «Company Employees») has any present or future right to benefits and which are contributed to, sponsored by or maintained by the Company or (ii) the Company or any ERISA Affiliate (as hereinafter defined) has had, has or may have any actual or contingent present or future liability or obligat
plan, program, policy or
arrangement (including any «employee benefit
plan» as defined in Section 3 (3) of the Employee Retirement Income Security Act of 1974, as amended («ERISA»)(«ERISA Plan»)-RRB-, including, without limitation, employee pension benefit plans, as defined in Section 3 (2) of ERISA, multi-employer plans, as defined in Section 3 (37) of ERISA, employee welfare benefit plans, as defined in Section 3 (1) of ERISA, deferred compensation plans, stock option plans, bonus plans, stock purchase plans, fringe benefit plans, life, hospitalization, disability and other insurance plans, severance or termination pay plans and policies, sick pay plans and vacation plans or arrangements, whether or not an ERISA Plan (including any funding mechanism therefore now in effect or required in the future as a result of the transactions contemplated by this Agreement or otherwise), whether formal or informal, oral or written, under which (i) any current or former employee, director or individual consultant of the Company (collectively, the «Company Employees») has any present or future right to benefits and which are contributed to, sponsored by or maintained by the Company or (ii) the Company or any ERISA Affiliate (as hereinafter defined) has had, has or may have any actual or contingent present or future liability or obligat
plan» as defined
in Section 3 (3)
of the Employee Retirement Income Security Act
of 1974, as amended («ERISA»)(«ERISA
Plan»)-RRB-, including, without limitation, employee pension benefit plans, as defined in Section 3 (2) of ERISA, multi-employer plans, as defined in Section 3 (37) of ERISA, employee welfare benefit plans, as defined in Section 3 (1) of ERISA, deferred compensation plans, stock option plans, bonus plans, stock purchase plans, fringe benefit plans, life, hospitalization, disability and other insurance plans, severance or termination pay plans and policies, sick pay plans and vacation plans or arrangements, whether or not an ERISA Plan (including any funding mechanism therefore now in effect or required in the future as a result of the transactions contemplated by this Agreement or otherwise), whether formal or informal, oral or written, under which (i) any current or former employee, director or individual consultant of the Company (collectively, the «Company Employees») has any present or future right to benefits and which are contributed to, sponsored by or maintained by the Company or (ii) the Company or any ERISA Affiliate (as hereinafter defined) has had, has or may have any actual or contingent present or future liability or obligat
Plan»)-RRB-, including, without limitation, employee pension benefit
plans, as defined
in Section 3 (2)
of ERISA, multi-employer
plans, as defined
in Section 3 (37)
of ERISA, employee welfare benefit
plans, as defined
in Section 3 (1)
of ERISA, deferred compensation
plans, stock option
plans, bonus
plans, stock purchase
plans, fringe benefit
plans, life, hospitalization, disability and other insurance
plans, severance or termination pay
plans and policies, sick pay
plans and vacation
plans or
arrangements, whether or not an ERISA
Plan (including any funding mechanism therefore now in effect or required in the future as a result of the transactions contemplated by this Agreement or otherwise), whether formal or informal, oral or written, under which (i) any current or former employee, director or individual consultant of the Company (collectively, the «Company Employees») has any present or future right to benefits and which are contributed to, sponsored by or maintained by the Company or (ii) the Company or any ERISA Affiliate (as hereinafter defined) has had, has or may have any actual or contingent present or future liability or obligat
Plan (including any funding mechanism therefore now
in effect or required
in the future as a result
of the transactions contemplated by this Agreement or otherwise), whether formal or informal, oral or written, under which (i) any current or former employee, director or individual consultant
of the Company (collectively, the «Company Employees») has any present or future right to benefits and which are contributed to, sponsored by or maintained by the Company or (ii) the Company or any ERISA Affiliate (as hereinafter defined) has had, has or may have any actual or contingent present or future liability or obligation.
Other specific duties and responsibilities
of the HR and Compensation Committee include reviewing senior management selection and overseeing succession
planning, including reviewing the leadership development process; reviewing and approving objectives relevant to executive officer compensation, evaluating performance and determining the compensation
of executive officers
in accordance with those objectives; approving severance
arrangements and other applicable agreements for executive officers; overseeing HP's equity and incentive compensation
plans; overseeing non-equity based benefit
plans and approving any changes to such
plans involving a material financial commitment by HP;
The following benefits are not subject to the HP Severance Policy, either because they have been previously earned or accrued by the employee or because they are consistent with Company Practices: (i) compensation and benefits earned, accrued, deferred or otherwise provided for employment services rendered on or prior to the date
of termination
of employment pursuant to bonus, retirement, deferred compensation or other benefit
plans, e.g., 401 (k)
plan distributions, payments pursuant to retirement
plans, distributions under deferred compensation
plans or payments for accrued benefits such as unused vacation days, and any amounts earned with respect to such compensation and benefits
in accordance with the terms
of the applicable
plan; (ii) payments
of prorated portions
of bonuses or prorated long - term incentive payments that are consistent with Company Practices; (iii) acceleration
of the vesting
of stock options, stock appreciation rights, restricted stock, restricted stock units or long - term cash incentives that is consistent with Company Practices; (iv) payments or benefits required to be provided by law; and (v) benefits and perquisites provided
in accordance with the terms
of any benefit
plan, program or
arrangement sponsored by HP or its affiliates that are consistent with Company Practices.
In light of Mr. Oman's years of service to the Company and his significant contributions to the growth of the Company's mortgage business, we believed it was appropriate to enter into this arrangement in 1998 to address the impact on benefits payable to him under these plans caused by certain prior internal job changes and amendments made to these plan
In light
of Mr. Oman's years
of service to the Company and his significant contributions to the growth
of the Company's mortgage business, we believed it was appropriate to enter into this
arrangement in 1998 to address the impact on benefits payable to him under these plans caused by certain prior internal job changes and amendments made to these plan
in 1998 to address the impact on benefits payable to him under these
plans caused by certain prior internal job changes and amendments made to these
plans.
As sponsors become more educated on
plan expenses and fiduciary responsibilities, they continue to opt out
of complex fee
arrangements in favor
of fully - disclosed, transparent fee
arrangements.
the disposition
of shares
of common stock to us, or the withholding
of shares
of common stock by us,
in a transaction exempt from Section 16 (b)
of the Exchange Act solely
in connection with the payment
of taxes due with respect to the vesting or settlement
of RSUs granted under our equity incentive
plans or pursuant to a contractual employment
arrangement described elsewhere
in this prospectus, insofar as such RSU is outstanding as
of the date
of this prospectus; provided, that, if required, any public report or filing under Section 16
of the Exchange Act will clearly indicate
in the footnotes thereto that such disposition to us or withholding by us
of shares or securities was solely to us pursuant to the circumstances described
in this clause;
the sale
of shares
of common stock
in an underwritten public offering that occurs during the restricted period, including any concurrent exercise (including a net exercise or cashless exercise) or settlement
of outstanding equity awards granted under our equity incentive
plans or pursuant to a contractual employment
arrangement described elsewhere
in this prospectus
in order to sell the shares
of common stock delivered upon such exercise or settlement
in such underwritten public offering; provided that, if required, any public report or filing under Section 16
of the Exchange Act will clearly indicate
in the footnotes thereto that such disposition to us or withholding by us
of shares or securities was solely to us pursuant to the circumstances described
in this clause; or
Additionally, when recommending a rollover from an ERISA
plan to an IRA, a rollover from another IRA, or a switch from a commission - based account to a fee - based account, the level fee fiduciary must document the reasons why the level fee
arrangement was considered to be
in the best interest
of the retirement investor.
BacTech Environmental Corporation (CNSX: BAC) was created as a result
of the BacTech Mining Corporation
Plan of Arrangement in December 2010.
Under the terms
of the
Plan of Arrangement (the «
Arrangement», former European Goldfields shareholders received 0.85
of an Eldorado common share and Cdn $ 0.0001
in cash for each European Goldfields share.
The
plan of arrangement will result
in Odin being owned approximately 65 % and 35 % by Odin and EGX's existing shareholders, respectively.
Buena Vista is expected to be listed as part
of a
plan of arrangement with Wabi Exploration Inc.
in May, after which an extensive drill program will commence, starting with the highly prospective Hot Springs Peak prospect.
Although I eventually
plan to talk about monetary
arrangements that might make maintaining a steady flow
of spending a lot easier than our present system does, for now I'm going to stick to discussing how the same goal might be achieved, at least
in principle,
in our present monetary system or, more precisely,
in the system we had until the subprime crisis
of 2008.
5 — According to the Financial Times: «Analysts at Citigroup said a
planned tightening
of the rules regarding off - balance sheet vehicles would force banks to reconsider
arrangements and could result
in up to $ 5,000 bn
of assets coming back on to the books.
Also known as an IRS Payment
Plan, this
arrangement allows you to pay your tax debt over a period
of time (up to five years
in some cases), depending on the type
of tax debt and how much you owe.
plans, e.g., 401 (k)
Plan distributions, payments pursuant to retirement plans, distributions under deferred compensation plans or payments for accrued benefits such as unused vacation days, and any amounts earned with respect to such compensation and benefits in accordance with the terms of the applicable plan; (ii) payments of prorated portions of bonuses or prorated long - term incentive payments that are consistent with Company Practices; (iii) acceleration of the vesting of stock options, stock appreciation rights, restricted stock, restricted stock units or long - term cash incentives that is consistent with Company Practices; (iv) payments or benefits required to be provided by law; and (v) benefits and perquisites provided in accordance with the terms of any benefit plan, program or arrangement sponsored by HP or its affiliates that are consistent with Company Practi
Plan distributions, payments pursuant to retirement
plans, distributions under deferred compensation
plans or payments for accrued benefits such as unused vacation days, and any amounts earned with respect to such compensation and benefits
in accordance with the terms
of the applicable
plan; (ii) payments of prorated portions of bonuses or prorated long - term incentive payments that are consistent with Company Practices; (iii) acceleration of the vesting of stock options, stock appreciation rights, restricted stock, restricted stock units or long - term cash incentives that is consistent with Company Practices; (iv) payments or benefits required to be provided by law; and (v) benefits and perquisites provided in accordance with the terms of any benefit plan, program or arrangement sponsored by HP or its affiliates that are consistent with Company Practi
plan; (ii) payments
of prorated portions
of bonuses or prorated long - term incentive payments that are consistent with Company Practices; (iii) acceleration
of the vesting
of stock options, stock appreciation rights, restricted stock, restricted stock units or long - term cash incentives that is consistent with Company Practices; (iv) payments or benefits required to be provided by law; and (v) benefits and perquisites provided
in accordance with the terms
of any benefit
plan, program or arrangement sponsored by HP or its affiliates that are consistent with Company Practi
plan, program or
arrangement sponsored by HP or its affiliates that are consistent with Company Practices.
Other specific duties and responsibilities
of the HR and Compensation Committee include reviewing senior management selection and overseeing succession
planning, including reviewing the leadership development process; reviewing and approving objectives relevant to executive officer compensation and evaluating performance and determining the compensation
of executive officers
in accordance with those objectives; approving severance
arrangements and other applicable agreements for executive officers; overseeing HP's equity and incentive compensation
plans; overseeing non-equity-based benefit
plans and approving any changes to such
plans involving a material financial commitment by HP; monitoring workforce management programs; establishing compensation policies and practices for service on the Board and its committees, including annually reviewing the appropriate level
of director compensation and recommending to the Board any changes to that compensation; developing stock ownership guidelines for directors and executive officers and monitoring compliance with such guidelines; and annually evaluating its performance and its charter.
A 3 (21) outsourcing
arrangement allows the
plan sponsor to share
in the investment selection process — generally, the
plan sponsor makes the ultimate decision regarding investment selection from a set
of recommendations developed by the third party firm.
Science was a calling to discover God's
plan in the
arrangement of nature, or, as Stark puts it, to «know God's handiwork.»
The ruins
of the earthquake at Lisbon, for example: the whole
of past history had to be
planned exactly as it was to bring about
in the fullness
of time just that particular
arrangement of debris
of masonry, furniture, and once living bodies.
They often include provisions about religious practices for the couple and for any children who may arrive; whether or not they
plan to have children; what they will do
in the case
of a pregnancy not wanted by one or the other; what will happen if the couple decides to separate; what the financial
arrangements will be
in such a case; what provision will be made for the children; how
in - laws, relatives, and friends will be included
in the relationship; what sexual practices will be followed; under what circumstances the couple will move from one home to another; whose job will take precedence; and what kinds
of freedom each partner is to have.
With no single governing body
in charge
of matchups, teams individually
plan out
arrangements while all negotiating
in personal interest.
From identifying a reputable clinic and surgeon to making travel and accommodation
arrangements, Medical Departures have amassed a wealth
of experience
in the field
of medical tourism, making them the perfect partner to help with the
planning and execution
of a successful trip to Phuket for breast implant surgery.
Say what you will about the Trumps, but here's an upside to their
planned arrangement: couples about to wed or even long - term couples who feel stuck
in their marriage may look at the marital
arrangement of the future POTUS and FLOTUS and decide that they, too, would like to become apartners.
Say what you will about the Trumps, but here's an upside to their
planned arrangement: Couples about to wed or even long - term couples who feel stuck
in their marriage may look at the marital
arrangement of the future POTUS and FLOTUS and decide that they, too, would like to try living apart together.
we had
planned on cosleeping using a sidecar
arrangement but after a week
of putting my son
in the cosleeper to start the night and ending up with him
in the bed with us we just keep him with us from the start.
Estimates
of the numbers
of women booked for home birth but delivering
in hospital were even more difficult to obtain because hospital records do not always specify this information accurately and no national estimate exists.1 4 Data collected
in this region
in 1983 suggested that 35 %
of these women changed to hospital based care either before or during labour, and a more detailed prospective study
of all
planned home births
in 1993 found a total transfer rate
of 43 %.8 Women were classified as having booked for a home birth when a community midwife had accepted a woman for home delivery and had this
arrangement accepted by her manager and supervisor
of midwives at any stage
in pregnancy, irrespective
of any later change
of plan.
Having said that, it's extremely important that you
plan carefully what kind
of sleeping
arrangements you want to have
in place.
Divorced parents provide care to their children
in any number
of ways, from the traditional custody / visitation
arrangement to more equitable shared custody
plans.
In the best - case scenario, parents will work together through informal negotiations — with or without the assistance
of attorneys — to come up with a custody
arrangement and parenting
plan.
They
plan to negotiate the transitional phase
in the first three months
of next year, long before the final trade
arrangements are
in place.
The prospect
of far - reaching changes to Britain's constitutional
arrangements loom closer, as the deputy prime minister lends his support to a
plan to devolve power
in England
These included a standard which makes clear that members «must not create, encourage or promote tax
planning arrangements or structures that (i) set out to achieve results that are contrary to the clear intention
of Parliament
in enacting relevant legislation, and / or (ii) are highly artificial or highly contrived and seek to exploit shortcomings within the relevant legislation.»
The UK government has published a ten - point action
plan of steps «to prevent misuse
of companies and legal
arrangements»
in Britain.
Instead
of 10 reactors, by 2025 we will probably have two, and even these,
planned by EDF to be sited at Hinkley Point
in Somerset, are
in doubt if
arrangements to fund EDF very generously towards the cost
of producing power over a 40 - year period are not concluded soon.
The NASUWT the largest teachers» union has advised members that they should have nothing to do with alternative
arrangements for testing
in the light
of some headteachers»
plans to boycott the Key Stage 2 SATs.
He noted that the LOC,
in conjunction with ECES, has finalized
arrangements to ensure a hitch - free Conference by putting
in place a secretariat for the conference, medical facilities to cater for medical needs
of participants and other logistics
plans.
It's an important point, because the apparent rift over the Inner Harbor development project has raised questions about the relations between the two offices, which will be critical to the future
of Central New York — public discussions about different possible regional government
arrangements are on the horizon, via the upcoming Consensus report and the fact that a
plan to consider alternative governing structures was embedded
in the recent $ 500 million aid package from the state.
The
planned re-design and re-development
of the popular Ogunpa Market
in Ibadan, the Oyo State capital by the state government through the public - private partnership (PPP)
arrangement will commence on Monday.
Cable, you see, is a vociferous opponent
of tax avoidance, while Sir Philip,
in the words
of the article, «has been associated with sophisticated tax
planning arrangements in the UK and offshore locations to produce tax savings on behalf
of non-resident members
of his family».
The top - secret
plan would eliminate the need for Republicans to make a deal with the four - member Independent Democratic Conference (IDC) led by Sen. Jeff Klein
of The Bronx, who has strongly suggested he'll help keep the GOP
in power through an unprecedented «coalition government»
arrangement.
Last week, the outgoing president
of the Prison Governors» Association revealed officers were being sent south to fill
in gaps
in the system while staying at # 500 - a-week hotels — an
arrangement the Howard League believes is part
of long - term
planning.
I know that he has asked the same question
of my right hon. Friend the Defence Secretary, and the answer is the same: we do not consider it appropriate to talk about these
plans in public, but I can assure him that
arrangements are
in place for any such contingency.
He did not outline any
plan to similarly loosen the grip
of the State Senate majority leader — which, combined with the speaker and the governor, forms the «three men
in a room»
arrangement that steers state government.
The EC has been working with a consortium
of employers to put
in place
arrangements that will allow researchers to contribute to a savings
plan and preserve pension benefits as they move around Europe.