Allowances, Provisions or Reserves Sample Clauses

The 'Allowances, Provisions or Reserves' clause defines how certain amounts are set aside in financial statements to cover anticipated future expenses, losses, or liabilities. In practice, this clause requires parties to recognize and account for potential costs such as bad debts, warranty claims, or asset depreciation, even if the exact amounts are not yet known. By mandating these financial set-asides, the clause ensures that financial reporting is accurate and that parties are prepared for foreseeable obligations, thereby reducing the risk of unexpected financial shortfalls.
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Allowances, Provisions or Reserves. The Indemnifying Party shall not be liable for any Claim to the extent that allowance, provision or reserve has been made in the Delivered Financial Statements for the matter giving rise to such Claim.
Allowances, Provisions or Reserves. 15.6.1 The Buyer shall not be liable for any Seller Claim under a Buyer Warranty to the extent that a specific and proper allowance, provision or reserve has been made in the Buyer’s Accounts for the matter giving rise to such Seller Claim. 15.6.2 The Buyer shall not be liable in respect of any Seller Claim under a Buyer Warranty to the extent that any matter giving rise to the Seller Claim is specifically and properly included as a liability into the Buyer’s Accounts.
Allowances, Provisions or Reserves. The Seller shall not be liable for any Claim to the extent that allowance, provision or reserve has been made in the Accounts for the matter giving rise to such Claim (but only to the extent of such allowance, provision or reserve).
Allowances, Provisions or Reserves. 5.1 Each Seller shall not be liable for any Claim to the extent that allowance, provision or reserve has been made in the Locked Box Accounts for the matter giving rise to such Claim. 5.2 If, at any time during the periods set out in paragraph 2: (a) the amount of any allowance, provision or reserve made in the Locked Box Accounts for a matter is in excess of the amount actually attributed to such matter; or (b) any asset is disposed of for an amount in excess of its value stated in the Locked Box Accounts; or (c) the value of any liability stated in the Locked Box Accounts is in excess of the amount actually required to settle or satisfy such liability, then each excess amount so determined shall be applied to reduce the liability of the Relevant Sellers under any Claims, provided that if any payment has been made by a Seller to the Purchaser in respect of a Claim prior to determination of the existence of such excess amount, the Purchaser shall immediately repay to the Relevant Seller(s) an amount equal to the lesser of: (i) the amount of such Claim paid by the Relevant Seller(s); or (ii) the amount of any excess then in existence. Any remaining excess amount and any further excess amounts that may arise shall be applied to reduce the Sellers’ liability under any subsequent Claims.
Allowances, Provisions or Reserves. Neither the Seller nor the Guarantor shall be liable for any Claim to the extent that specific allowance, provision or reserve (including a provision for deferred Tax) has been made in the Locked Box Accounts for the matter giving rise to such Claim, up to the amount of such specific allowance, provision or reserve.
Allowances, Provisions or Reserves. None of the Sellers shall be liable for any Warranty Claim (other than a Tax Claim, in respect of which the provisions of Schedule 14 (Tax schedule) shall apply) to the extent that a full allowance, provision or reserve has been made in the Completion Accounts for the matter giving rise to such Claim.

Related to Allowances, Provisions or Reserves

  • Definitions and Other Provisions of General Application SECTION 101.

  • Provisions of General Application (a) All accounting terms not specifically defined herein shall be construed in accordance with GAAP. (b) The terms defined in this Article include the plural as well as the singular. (c) The words "herein," "hereof" and "hereunder" and other words of similar import refer to this Agreement as a whole. All references to Articles and Sections shall be deemed to refer to Articles and Sections of this Agreement.

  • Other Provisions of General Application 7.1. Notices to the Rights Agent and Parent. Any notice or other communication required or permitted to be delivered to Parent or the Rights Agent under this Agreement shall be in writing and shall be deemed properly delivered, given and received (a) upon receipt when delivered by hand, (b) two Business Days after being sent by registered mail or by courier or express delivery service, (c) if sent by email transmission prior to 6:00 p.m. recipient’s local time, upon transmission when receipt is confirmed or (d) if sent by email transmission after 6:00 p.m. recipient’s local time and receipt is confirmed, the Business Day following the date of transmission; provided that in each case the notice or other communication is sent to the physical address or email address, as applicable, set forth beneath the name of such party below (or to such other physical address or email address as such party shall have specified in a written notice given to the other party): If to the Rights Agent, to it at: Computershare Inc. [Address] Attention: [ ] Facsimile: [ ] Email: [ ] If to Parent, to it at: AcelRx Pharmaceuticals, Inc. ▇▇▇ ▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇ ▇▇▇▇▇▇▇ ▇▇▇▇, ▇▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇ Attention: Chief Financial Officer Phone: ▇▇▇-▇▇▇-▇▇▇▇ with a copy to: AcelRx Pharmaceuticals, Inc. ▇▇▇ ▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇ ▇▇▇▇▇▇▇ ▇▇▇▇, ▇▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇ Attention: Legal Department Phone: ▇▇▇-▇▇▇-▇▇▇▇ Email: ▇▇▇▇▇@▇▇▇▇▇▇.▇▇▇ with a copy to: ▇▇▇▇▇▇ LLP ▇▇▇ ▇▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇, ▇▇▇ ▇▇▇▇▇ ▇▇▇ ▇▇▇▇▇▇▇▇▇, ▇▇ ▇▇▇▇▇ Attention: ▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇; ▇▇▇▇ ▇▇▇▇▇▇▇▇▇▇▇ E-mail: ▇▇▇▇▇▇▇▇▇@▇▇▇▇▇▇.▇▇▇; ▇▇▇▇@▇▇▇▇▇▇.▇▇▇ Facsimile: (▇▇▇) ▇▇▇-▇▇▇▇ The Rights Agent or Parent may specify a different address, facsimile number or email address by giving notice in accordance with this Section 7.1.

  • DEFINITIONS AND OTHER PROVISIONS OF GENERAL APPLICATION

  • Amounts and Terms of the Advances and Letters of Credit SECTION 2.01. The Advances and Letters of Credit.