No Imputation Sample Clauses

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No Imputation. The knowledge and/or actions, or failure to act, of any director, officer, agent or employee of the Company or the Company itself shall not be imputed to Indemnitee for purposes of determining any rights under this Agreement.
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No Imputation. The knowledge or actions, or failure to act, of any director, officer, employee, or agent of the Company, or the Company itelf shall not be imputed to Indemnitee for the purpose of determining Indemnitee’s rights hereunder.
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No Imputation. The knowledge or actions, or failure to act, of any director, officer, agent or employee of the Partnership or the General Partner or the Partnership or the General Partner itself shall not be imputed to the Indemnitee for purposes of determining the right to indemnification under this Agreement.
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No Imputation. The knowledge and/or actions, or failure to act, of any officer, director, employee or representative of the Corporation, an Other Enterprise or any other person shall not be imputed to a Covered Person for purposes of determining the right to indemnification under this Article VII.
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No Imputation. The knowledge and/or actions, or failure to act, of any trustee, officer, agent or employee of the Fund or the Fund itself shall not be imputed to Trustee for purposes of determining any rights under this Agreement.
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No Imputation. The terms of this Exhibit C shall not be deemed modified in any respect in the event an affiliate of Landlord is retained as General Contractor, it being understood and agreed that Landlord and General Contractor, regardless of the identity of General Contractor, shall at all times remain separate and independent entities and the knowledge and actions of one shall not be imputed to the other.
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Related to No Imputation

  • Overpayments and Underpayments As a result of uncertainty in the application of Section 280G of the Code at the time of an initial determination by the Accounting Firm hereunder, it is possible that Payments will have been made by the Company that should not have been made (an “Overpayment”) or that additional Payments that will not have been made by the Company could have been made (an “Underpayment”), consistent in each case with the calculation of the Reduced Amount hereunder. In the event that the Accounting Firm, based upon the assertion of a deficiency by the Internal Revenue Service against the Company or the Employee that the Accounting Firm believes has a high probability of success, determines that an Overpayment has been made, such Overpayment shall be treated for all purposes as a loan to the Employee that the Employee shall repay to the Company, together with interest at the applicable federal rate provided in Section 7872(f)(2) of the Code; provided, however, that no amount shall be payable by the Employee to the Company if and to the extent that such payment would not reduce the amount that is subject to taxation under Section 4999 of the Code. In the event that the Accounting Firm determines that an Underpayment has occurred, such Underpayment shall promptly be paid or transferred by the Company to or for the benefit of the Employee, together with interest at the applicable federal rate provided in Section 7872(f)(2) of the Code.

  • Late Payments Except as expressly provided to the contrary in this Agreement or in any Ancillary Agreement, any amount not paid when due pursuant to this Agreement or any Ancillary Agreement (and any amounts billed or otherwise invoiced or demanded and properly payable that are not paid within thirty (30) days of such ▇▇▇▇, invoice or other demand) shall accrue interest at a rate per annum equal to Prime Rate plus two (2%) percent.