Limitations and Assumptions Sample Clauses

The Limitations and Assumptions clause defines the boundaries and underlying conditions upon which the agreement or a specific provision is based. It typically outlines any constraints, exclusions, or specific scenarios that are not covered by the contract, as well as the assumptions made by the parties when entering into the agreement. For example, it may state that certain services are only provided if specific conditions are met, or that liability is limited in cases where assumptions prove incorrect. This clause ensures clarity by explicitly stating what is and is not included, thereby managing expectations and reducing the risk of disputes arising from misunderstandings.
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Limitations and Assumptions. ‌ The study will mainly be limited to affordable residential properties sector developed in the Gauteng province of South Africa. Furthermore, the reality that only a limited number of registered private credit providers are currently providing the option of Instalment Sales Agreement as a product and option to property purchasing clients, might influence the diversity of the information gathered and as a result impact negatively on the results of this study.
Limitations and Assumptions. All deliverable documentation created for this engagement will be available in both hard copy and electronic format. The electronic format will be Adobe PDF. The engagement planning software used for this engagement is Microsoft Project. HP and 724 services will normally be performed during normal business working hours, Monday through Friday, 8:00 a.m. to 5:00 p.m. CST, excluding Sprint holidays. Some engagement services may require that work be performed outside of these standard work hours. Off-hours work will be addressed and handled on a case-by-case basis with HP. 724 Services resources may work remotely or from their local 724 facility office for some periods during this project. All updates to the NGG Production systems, performed by 724, are performed during the CMC (Change Management Control) window to minimize any impact to the services provided to Sprint Customers. This is an important project with HP, 724, and Sprint teams working in conjunction toward a common goal. If 724’s delivery schedule is delayed because of non-delivery of another team’s activity, (other than HP), HP may elect to submit a change request to re-schedule their activities & milestones. If additional work is required to correct, enhance or otherwise change the existing applications or implementation, 724 can provide additional resources to address the finding and implement recommendations. This can be accomplished by an authorized change order to this project or by the creation of an additional project which ever the situation warrants.
Limitations and Assumptions. (a) Unless otherwise approved by the JSC in an amendment to the Development Plan, Tango will not be required to incur, and Gilead will not be required to pay, any amounts in excess of the Extension Fee with respect to the applicable Extension Period for an Extended Target. (b) Tango shall not exceed the timelines specified in any Development Plan for a given Extended Target in any material respect without first seeking and obtaining an amendment to such Development Plan in accordance with this Agreement. Any such amendment shall include an appropriate adjustment to the timing or the amounts of each applicable Extension Fee Installment payment (and shall not, for clarity, adjust the applicable Extension Fee) to align with the amended timelines. (c) In the event that the Development Plan for a given Extended Target contemplates that Tango will: [***], then, [***]. (d) The Parties acknowledge and agree that the Extension Fee for the Extension Period following the Development Candidate Opt-In Point is based on the assumption that the Clinical Trial which is intended to result in the Clinical POC Opt-In Point being achieved with respect to the applicable Extended Target will include [***] and [***] of post-trial follow-up (the “Clinical POC Assumptions”). In the event that, prior to the Development Candidate Disclosure Date for such Target, Tango anticipates that such Clinical Trial will exceed any of the Clinical POC Assumptions, then Tango will [***].
Limitations and Assumptions. Our opinion is confined solely to the laws of England and is limited solely to the matters contained in it. In particular, we have made no investigation of the laws of the United States of America or any state of the United States of America or any other jurisdiction and we do not express or imply any opinion on such laws. We have assumed that: (i) the consideration to be received by the Sellers in the Transaction will be at least equal to the Fair Market Value (as defined in the Senior Note Indenture) at the time of the transfer of the assets that are the subject of the Transaction and that Marconi Corporation plc will deliver the officer's certificates with respect to the determination of such Fair Market Value that are contemplated by clause (a)(2) of Section 4.03 and 4.02 of the Senior Note Indenture and Junior Note Indenture, respectively, within the period specified by such clauses; (ii) at least 85% of the consideration to be received by the Sellers in the Transaction will be in the form of Cash Equivalents (as defined in the Senior Note Indenture); (iii) Marconi Corporation plc will deposit the Net Proceeds (as defined in the Senior Note Indenture) received by the Sellers in the Transaction into the Mandatory Redemption Escrow Account (as defined in the Senior Note Indenture) within five London Business Days of receipt of such Net Proceeds; (iv) neither of the Buyers is an Affiliate (as defined in the Senior Note Indenture) of any of the Sellers; (v) the provision of the products, services and other assistance to be provided by the Sellers and their Affiliates (as defined in the Senior Note Indenture) to the Buyers and their Affiliates following the closing of the Transaction pursuant to the Asset Purchase and Sale Agreement and the other agreements referred to therein or contemplated thereby constitute Permitted Businesses (as defined in the Senior Note Indenture); and (vi) any additional sales of assets made following the closing of the Transaction pursuant to the terms of the Asset Purchase and Sale Agreement will be made in accordance with all applicable requirements of the Senior Note Indenture and Junior Note Indenture relating to Asset Sales (as defined in the Senior Note Indenture).
Limitations and Assumptions 

Related to Limitations and Assumptions

  • Definitions and Assumptions For purposes of this Agreement: (i) the terms “excess parachute payment” and “parachute payments” shall have the meanings assigned to them in Section 280G of the Code, and such “parachute payments” shall be valued as provided therein; (ii) present value shall be calculated in accordance with Section 280G(d)(4) of the Code; (iii) the term “Base Period Income” means an amount equal to Executive’s “annualized includible compensation for the base period” as defined in Section 280G(d)(1) of the Code; (iv) “Agreement Benefits” shall mean the payments and benefits to be paid or provided pursuant to this Agreement; (v) for purposes of the opinion of the National Advisor, the value of any noncash benefits or any deferred payment or benefit shall be determined by the Company’s independent auditors in accordance with the principles of Sections 280G(d)(3) and (4) of the Code, which determination shall be evidenced in a certificate of such auditors addressed to the Company and Executive; and (vi) Executive shall be deemed to pay federal income tax and employment taxes at the highest marginal rate of federal income and employment taxation, and state and local income taxes at the highest marginal rate of taxation in the state or locality of Executive’s domicile (determined in both cases in the calendar year in which the Date of Termination occurs or the notice described in Section 4.5(b) above is given, whichever is earlier), net of the maximum reduction in federal income taxes that may be obtained from the deduction of such state and local taxes.

  • Payoffs and Assumptions The Seller shall provide to the Purchaser, or its designee, copies of all assumption and payoff statements generated by the Seller on the related Mortgage Loans from the related Cut-off Date to the related Transfer Date.

  • Assignment and Assumption of Contracts Two (2) counterpart originals of the Assignment and Assumption of Contracts, duly executed by Buyer.

  • Acceptance and Assumption Assignee hereby accepts the foregoing assignment and further hereby assumes and agrees to perform, from and after January 1, 2002, all duties, obligations and responsibilities of the property manager arising under the Agreement.

  • Assignment and Assumption The parties to each assignment shall execute and deliver to the Administrative Agent an Assignment and Assumption, together with a processing and recordation fee in the amount of $3,500; provided, however, that the Administrative Agent may, in its sole discretion, elect to waive such processing and recordation fee in the case of any assignment. The assignee, if it is not a Lender, shall deliver to the Administrative Agent an Administrative Questionnaire.