Operational Limitations Clause Samples

Operational Limitations. Do not cut and patch operational elements or related components in a manner that would result in reducing their capacity as intended. Do not cut and patch operating elements or related components in a manner that would result in increased maintenance or decreased operational life or safety. 1. Obtain approval of the cutting and patching proposal before cutting and patching operating elements or safety related systems.
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Operational Limitations. To be provided upon execution of the Turbine Supply Agreement. Other Project Assets Descriptions of other Project Assets to be provided when available to Seller. Date: [ ] With respect to: [NOTE: insert Unit number, Unit Group number, or notation that this certificate is submitted with respect to the Project as a whole]
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Operational Limitations. This Ageement shall not be construed to authorize the operation of any vehicle or combination of vehicles upon the highways of any signator jurisdiction in excess of the maximum weight, width, length or height allowed by the laws of such jurisdiction in which the vehicle is being operated, or contrary to any other provision of the laws, safety rules and regulations, and violation of said laws by any owner or operator, or agent thereof, shall constitute grounds for suspension or revocation of benefits ' granted herein. It is further provided that signator jurisdictions reserve the right to cancel the benefits of this Agreement as to any individual operator or owner or carrier if any requirements of this Agreement are not complied with.
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Operational Limitations. If at any time Manager is materially limited in managing the Residential Project or maintaining the Common Elements, in each case in accordance with ▇▇▇▇-▇▇▇▇▇▇▇ Standards and otherwise in conformity with the requirements of this Agreement, the Condominium Instruments, the Rules and Regulations and Applicable Laws, for any reason (except to the extent caused by an Event of Default/Manager) including, without limitation, (a) governmental laws, rules, or regulations hereafter enacted; (b) the failure of the Condominium and/or the Unit Owners Assembly, as applicable, to Approve the Budget when required to do so or to provide sufficient funds in accordance with the Budget and any variances or modifications thereto made in accordance with the terms of this Agreement; (c) the rejection by the Unit Owners, the Condominium or the Unit Owners Assembly of expenditures for Reserve Account Obligations, or (d) any Unit Owner is or becomes a Specially Designated National or Blocked Person or a Unit is leased or sold to any Person who is, or who is an Affiliate of, a Specially Designated National or Blocked Person, and such occurrence legally restricts Manager or any of its Affiliates from providing services to or receiving payments from the Condominium; provided that any such occurrence in (a) – (d) is not remedied within 30 days after written notice thereof and such limitation materially and adversely prevents Manager from providing or performing the Management Services in substantial accordance with ▇▇▇▇-▇▇▇▇▇▇▇ Standards or from maintaining the Common Elements in substantial accordance with ▇▇▇▇-▇▇▇▇▇▇▇ Standards, Manager may terminate this Agreement by written notice given to the Condominium. Such termination shall be effective no less than sixty (60) days after the date such notice is given to the Condominium, provided that such notice of termination shall be null and void if such limitation is cured within thirty (30) days after the Condominium’s receipt of such notice, and provided further that if such limitation is not susceptible of cure within sixty (60) days, then so long as the Condominium has commenced to cure such limitation within such sixty (60)) day period and is diligently pursuing such cure to completion, the time to cure shall be extended for the period necessary to cure such limitation, but in no event to exceed a total of one hundred twenty (120) days. If the parties disagree as to whether or not Manager is able to manage the Residential Project or...
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Operational Limitations. In exercising its right of Company Dispatch/Charge, Company shall use reasonable efforts to comply with the applicable Operational Limitations. In the event a Company Dispatch/Charge does not conform to the Operational Limitations, Seller shall (i) immediately notify Company of the non- conformity; and (ii) notwithstanding the non-conformity, unless otherwise directed or instructed by Company, provide the Energy Storage Services as close to that directed by a Company Dispatch/Charge within the applicable Operational Limitations. ‌‌‌ (b) (c) Failure to Comply; Seller-Attributable Unavailability. Company may require deration or outage in response to the Facility’s failure to comply with Company Dispatch/Charge or to any conditions of Seller-Attributable Unavailability. A deration or outage required by Company pursuant to the preceding sentence shall be considered an Unplanned Deration and shall “count against” Seller for the purpose of calculating the Annual EAF and Annual EFOF until the conditions that led to the deration or outage are resolved by Seller and Seller notifies Company of same. If, after such notification, Company attempts to dispatch the Facility and determines that such conditions that led to the deration or outage are not resolved, all time from the notice of resolution to actual resolution shall be revised as continuance of the deration or outage. If Seller requests confirmation from Company that Seller’s actions to‌‌‌‌ resolve such conditions that led to the deration or outage were successfully completed, then Company shall use reasonable efforts to respond to such request within three (3) Business Days in writing (with Email being acceptable) to allow Seller the opportunity to take further appropriate corrective actions if needed.
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Operational Limitations. In exercising its right of Company Dispatch/Charge, Company shall use reasonable efforts to comply with the applicable Operational Limitations. In the event a Company Dispatch/Charge does not conform to the Operational Limitations, Seller shall (i) immediately notify Company of the non-conformity; and (ii) notwithstanding the non-conformity, unless otherwise directed or instructed by Company, provide the Energy Storage Services as close to that directed by a Company Dispatch/Charge within the applicable Operational Limitations.
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Operational Limitations. Facilities are limited in their precision, which affects DWP’s ability to regulate flows. SCE reservoirs regulate flow in Rush Creek upstream of Grant Lake Reservoir and in ▇▇▇ ▇▇▇▇▇▇ Creek. Discuss the operational limitations and accuracy of each facility.
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Related to Operational Limitations

  • Additional Limitations The issuance of ADSs against deposits of Shares generally or against deposits of particular Shares may be suspended, or the deposit of particular Shares may be refused, or the registration of transfer of ADSs in particular instances may be refused, or the registration of transfers of ADSs generally may be suspended, during any period when the transfer books of the Company, the Depositary, a Registrar or the Share Registrar are closed or if any such action is deemed necessary or advisable by the Depositary or the Company, in good faith, at any time or from time to time because of any requirement of law or regulation, any government or governmental body or commission or any securities exchange on which the ADSs or Shares are listed, or under any provision of the Deposit Agreement or the representative ADR(s), if applicable, or under any provision of, or governing, the Deposited Securities, or because of a meeting of shareholders of the Company or for any other reason, subject, in all cases, to Section 7.8.

  • Additional Limitation (i) Anything in this Agreement to the contrary notwithstanding, in the event that the amount of any compensation, payment or distribution by the Company to or for the benefit of the Executive, whether paid or payable or distributed or distributable pursuant to the terms of this Agreement or otherwise, calculated in a manner consistent with Section 280G of the Code, and the applicable regulations thereunder (the “Aggregate Payments”), would be subject to the excise tax imposed by Section 4999 of the Code, then the Aggregate Payments shall be reduced (but not below zero) so that the sum of all of the Aggregate Payments shall be $1.00 less than the amount at which the Executive becomes subject to the excise tax imposed by Section 4999 of the Code; provided that such reduction shall only occur if it would result in the Executive receiving a higher After Tax Amount (as defined below) than the Executive would receive if the Aggregate Payments were not subject to such reduction. In such event, the Aggregate Payments shall be reduced in the following order, in each case, in reverse chronological order beginning with the Aggregate Payments that are to be paid the furthest in time from consummation of the transaction that is subject to Section 280G of the Code: (1) cash payments not subject to Section 409A of the Code; (2) cash payments subject to Section 409A of the Code; (3) equity-based payments and acceleration; and (4) non-cash forms of benefits; provided that in the case of all the foregoing Aggregate Payments all amounts or payments that are not subject to calculation under Treas. Reg. §1.280G-1, Q&A-24(b) or (c) shall be reduced before any amounts that are subject to calculation under Treas. Reg. §1.280G-1, Q&A-24(b) or (c). (ii) For purposes of this Section 6(b), the “After Tax Amount” means the amount of the Aggregate Payments less all federal, state, and local income, excise and employment taxes imposed on the Executive as a result of the Executive’s receipt of the Aggregate Payments. For purposes of determining the After Tax Amount, the Executive shall be deemed to pay federal income taxes at the highest marginal rate of federal income taxation applicable to individuals for the calendar year in which the determination is to be made, and state and local income taxes at the highest marginal rates of individual taxation in each applicable state and locality, net of the maximum reduction in federal income taxes which could be obtained from deduction of such state and local taxes.

  • General Limitations Notwithstanding any provision of this Agreement to the contrary, the Company shall not pay any benefit under this Agreement:

  • Survival; Limitations (a) All covenants and agreements of the parties contained in this Agreement shall survive each of the Contribution, the IPO and the Distribution. The rights and obligations of ▇▇▇▇ Foods, WhiteWave and each of their respective Indemnified Parties under this Agreement shall survive the sale, assignment or other transfer by any party of any Assets or Liabilities. (b) The amount of any Damages for which indemnification is provided under this Agreement shall be net of any amounts actually recovered by the Indemnified Party from any third Person (including amounts actually recovered under insurance policies) with respect to such Damages. An insurer who would otherwise be obligated to pay any claim shall not be relieved of the responsibility with respect thereto or, solely by virtue of the indemnification provision hereof, have any subrogation rights with respect thereto. If any Indemnified Party recovers an amount from a third Person in respect of Damages for which indemnification is provided in this Agreement after the full amount of such indemnifiable Damages has been paid by an Indemnifying Party or after an Indemnifying Party has made a partial payment of such indemnifiable Damages and the amount received from the third Person exceeds the remaining unpaid balance of such indemnifiable Damages, then the Indemnified Party shall promptly remit to the Indemnifying Party the excess (if any) of (X) the sum of the amount theretofore paid by such Indemnifying Party in respect of such indemnifiable Damages plus the amount received from the third Person in respect thereof, less (Y) the full amount of such indemnifiable Damages. (c) Unless otherwise required by any Final Determination (as such term is defined in the Tax Matters Agreement), the parties agree that any indemnification payments made by one party to another party pursuant to this Agreement after the Deconsolidation Date (as such term is defined in the Tax Matters Agreement) shall, to the extent permissible under applicable law, be treated for all Tax and financial accounting purposes as contributions or distributions, as appropriate, made immediately prior to the Deconsolidation Date. If it is determined that the receipt or accrual of any payment is subject to Tax, such payment shall be increased so that the amount of such increased payment reduced by the amount of all Taxes payable with respect to the receipt thereof (but taking into account all correlative Tax deductions resulting from the payment of such Taxes) shall equal the amount of the payment which the party receiving such payment would otherwise be entitled to receive pursuant to this Agreement. (d) Notwithstanding the joint and several indemnification obligations of each Group as set forth in Sections 8.1 and 8.2, the parties agree that the indemnification obligation of any ▇▇▇▇ Foods Group Member or WhiteWave Group Member, as applicable, for Damages shall be satisfied by a direct payment from ▇▇▇▇ Foods or WhiteWave, as applicable, to the other party irrespective of which Group Member is found liable for Damages. (e) Notwithstanding anything to the contrary in this Agreement, (i) to the extent there is any inconsistency between the terms of this Article VIII and the provisions of the Tax Matters Agreement, the Tax Matters Agreement shall govern and (ii) to the extent the Employee Matters Agreement specifically provides indemnification with respect to certain employee-related WhiteWave Liabilities, the Employee Matters Agreement shall govern with respect to that indemnification. To the extent indemnification is not provided in such Ancillary Documents, the terms of this Agreement shall govern. (f) NOTWITHSTANDING ANY OTHER PROVISION OF THIS AGREEMENT OR ANY ANCILLARY DOCUMENT TO THE CONTRARY, IN NO EVENT SHALL EITHER PARTY OR ANY OF ITS GROUP MEMBERS BE LIABLE FOR ANY SPECIAL, INCIDENTAL, INDIRECT, COLLATERAL, CONSEQUENTIAL OR PUNITIVE DAMAGES OR LOST PROFITS SUFFERED BY AN INDEMNIFIED PARTY, HOWEVER CAUSED AND ON ANY THEORY OF LIABILITY, IN CONNECTION WITH ANY DAMAGES ARISING HEREUNDER OR THEREUNDER; PROVIDED, HOWEVER, THAT TO THE EXTENT AN INDEMNIFIED PARTY IS REQUIRED TO PAY ANY SPECIAL, INCIDENTAL, INDIRECT, COLLATERAL, CONSEQUENTIAL OR PUNITIVE DAMAGES OR LOST PROFITS TO A PERSON WHO IS NOT A MEMBER OF EITHER GROUP IN CONNECTION WITH A THIRD-PARTY CLAIM, SUCH DAMAGES SHALL CONSTITUTE DIRECT DAMAGES AND NOT SUBJECT TO THE LIMITATION SET FORTH IN THIS SECTION 8.4(f). (g) Notwithstanding a party’s knowledge of any breach by the other party of any representation, warranty, covenant or agreement contained in this Agreement or any Ancillary Document or any facts or circumstances potentially giving rise to a claim under this Agreement or any Ancillary Document (and regardless of how such party shall have acquired such knowledge), such party shall have the right to consummate the transactions provided for herein, and all of such party’s rights and remedies shall be preserved without regard to its knowledge of such information. (i) Notwithstanding anything herein to the contrary, in no event shall any Indemnified Party be entitled to receive payment of damages under this Agreement to the extent that such Indemnified Party has received payments in respect of such Damages pursuant to any rights to indemnification or otherwise under any Ancillary Documents.

  • ANNUAL LIMITATION Notwithstanding anything contained in this Agreement to the contrary, and with respect to each Tax Year of the Tax Limitation Period beginning after the first Tax Year of the Tax Limitation Period, in no event shall (i) the sum of the maintenance and operations ad valorem taxes paid by the Applicant to the District for such Tax Year, plus the sum of all payments otherwise due from the Applicant to the District under Articles IV, V, and VI of this Agreement with respect to such Tax Year, exceed (ii) the amount of the maintenance and operations ad valorem taxes that the Applicant would have paid to the District for such Tax Year (determined by using the District’s actual maintenance and operations tax rate for such Tax Year) if the Parties had not entered into this Agreement. The calculation and comparison of the amounts described in clauses (i) and (ii) of the preceding sentence shall be included in all calculations made pursuant to Article IV of this Agreement, and in the event the sum of the amounts described in said clause (i) exceeds the amount described in said clause (ii), then the payments otherwise due from the Applicant to the District under Articles IV, V, and VI shall be reduced until such excess is eliminated.