Program Losses Clause Samples

Program Losses. (A) Aggregate Program Losses (excluding only the Transaction Loss then just calculated for the New Issue Bond or Temporary Credit and Liquidity Facility for which the reconciliation is made); and (B) Aggregate Program Losses realized as of the Loss Calculation Date (including the Transaction Loss then just calculated for the New Issue Bond or Temporary Credit and Liquidity Facility for which the reconciliation is made).
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Program Losses. As soon as reasonably practicable, Seller shall identify to Buyer any anticipated reimbursement obligations or other liability for which Seller or Buyer may be liable arising from the Project and the removal of any property from any Conservation Reserve Program or other program that limits the use of land by the Land Owners (“Program Losses”).
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Program Losses. (a) Notwithstanding anything in this Agreement to the contrary, as between the Parties, each Party (“Responsible Party”) shall be solely responsible for any Losses incurred by the Responsible Party or the other Party (“Damaged Party”) in connection with this Agreement to the extent such Losses were proximately and primarily caused by the Responsible Party’s gross negligence, willful misconduct, or material breach of this Agreement. Marketer shall further be solely responsible to CBKC for any such Losses incurred by CBKC that were proximately and primarily caused by actions or inactions of Marketer’s Mission Critical Third Parties and Vendors (excluding, for avoidance of doubt, the actions or inactions of CBKC, CBKC’s CIP Vendor, and the Processor). Likewise, CBKC shall be solely responsible to Marketer for any such Losses incurred by Marketer that were proximately and primarily caused by actions or inactions of CBKC’s CIP Vendor and other third party service providers (excluding, for avoidance of doubt, the actions or inactions of the Processor, Marketer or Marketer Contractors (as defined in SECTION XIV below)). CBKC agrees that it will use commercially reasonable efforts to enforce any service level agreements (“SLA(s)”) or other contractual performance standards contained in its agreement with CIP Vendor or its Bank Processing Agreement with the Processor, and that it will provide a copy of said SLAs to Marketer for review in relation to this Agreement. (b) All other Losses incurred by CBKC in connection with this Agreement that are not otherwise the sole responsibility of CBKC or Marketer pursuant to Section 5.2(a) above, including Losses caused by the Processor, shall be deemed a Program Cost for purposes of this Agreement. Notwithstanding the foregoing, in the event any such Losses described in this Section were caused by Processor due to Processor’s failure to comply with the terms of CBKC’s Bank Processing Agreement, CBKC shall utilize commercially reasonable efforts to enforce its Bank Processing Agreement with Processor to recover such Losses from the Processor. If CBKC is able to recover such Losses from Processor, CBKC credit the amount recovered against the Program Costs in the month collected after first deducting CBKC’s reasonable expenses, including attorneys’ fees, incurred to recover such losses from the Processor. (c) For avoidance of doubt, the term “Losses” for purposes of this Section, in addition to the defined meaning contained in S...
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Related to Program Losses

  • Funding Losses, Etc All prepayments under this Section 2.05 shall be made together with, in the case of any such prepayment of a Eurocurrency Rate Loan on a date other than the last day of an Interest Period therefor, any amounts owing in respect of such Eurocurrency Rate Loan pursuant to Section 3.05. Notwithstanding any of the other provisions of Section 2.05(b), so long as no Event of Default shall have occurred and be continuing, if any prepayment of Eurocurrency Rate Loans is required to be made under this Section 2.05(b), prior to the last day of the Interest Period therefor, the Borrower may, in its sole discretion, deposit the amount of any such prepayment otherwise required to be made thereunder into a Cash Collateral Account until the last day of such Interest Period, at which time the Administrative Agent shall be authorized (without any further action by or notice to or from the Borrower or any other Loan Party) to apply such amount to the prepayment of such Loans in accordance with this Section 2.05(b). Upon the occurrence and during the continuance of any Event of Default, the Administrative Agent shall also be authorized (without any further action by or notice to or from the Borrower or any other Loan Party) to apply such amount to the prepayment of the outstanding Loans in accordance with this Section 2.05(b).

  • DATA LOSS The Company does not accept responsibility for the security of Your account or content. You agree that Your use of the Website or Services is at Your own risk.

  • Losses After giving effect to the special allocations in Section 3.3 and 3.4 hereof, Losses for any Fiscal Year shall be allocated among the Unit Holders in proportion to Units held.

  • Profits/Losses For financial accounting and tax purposes, the Company's net profits or net losses shall be determined on an annual basis and shall be allocated to the Members in proportion to each Member's relative capital interest in the Company as set forth in Schedule 2 as amended from time to time in accordance with U.S. Department of the Treasury Regulation 1.704-1.

  • Net Losses After giving effect to the special allocations set forth in Section 6.1(d), Net Losses for each taxable period and all items of income, gain, loss and deduction taken into account in computing Net Losses for such taxable period shall be allocated as follows: (i) First, 2% to the General Partner, and 98% to the Unitholders, Pro Rata, until the aggregate Net Losses allocated pursuant to this Section 6.1(b)(i) for the current taxable year and all previous taxable years is equal to the aggregate Net Income allocated to such Partners pursuant to Section 6.1(a)(iii) for all previous taxable years, provided that the Net Losses shall not be allocated pursuant to this Section 6.1(b)(i) to the extent that such allocation would cause any Unitholder to have a deficit balance in its Adjusted Capital Account at the end of such taxable year (or increase any existing deficit balance in its Adjusted Capital Account); (ii) Second, 2% to the General Partner, and 98% to the Unitholders, Pro Rata; provided, that Net Losses shall not be allocated pursuant to this Section 6.1(b)(ii) to the extent that such allocation would cause any Unitholder to have a deficit balance in its Adjusted Capital Account at the end of such taxable year (or increase any existing deficit balance in its Adjusted Capital Account); (iii) Third, the balance, if any, 100% to the General Partner.