Changes and Adjustments Sample Clauses

Changes and Adjustments. XXXXX may at any time, by written order (and without notice to sureties), make changes within the general scope of any purchase order in any one or more of the following: (i) drawings, designs, specifications or other technical documents; (ii) quantity, (iii) time and place of delivery; and (iv) delivery schedules. Without limiting the foregoing, XXXXX may at any time and from time to time modify its Shipping Packing, and Marking Instructions or the Invoicing Instructions contained above by delivery of a revised version thereof to Supplier. Supplier will implement any such changes; provided, that if any such change causes an increase or decrease in the cost of or time required for performance of any work under a purchase order, an appropriate adjustment in the price and/or delivery schedule will be agreed to by XXXXX and Supplier. Notwithstanding the foregoing, no adjustment to the benefit of Supplier will be made: (a) for any change to delivery schedule when delivery is rescheduled within twelve (12) months of the originally scheduled delivery date; or (b) for any change made necessary by reason of defects or nonconformities for which Supplier would be liable under the terms of the order and these Terms and Conditions or otherwise; or (c) for any change to delivery schedule if the amended delivery schedule is commensurate with any delivery schedule changes received by XXXXX from its customer. Any claim by Supplier for adjustment will be made in writing within twenty (20) days from the date the change was ordered by XXXXX, and will set forth the amount claimed and the reasons therefore. Upon prior written request and subject to XXXXX maintaining the confidentiality thereof, Supplier will make available its books and records for XXXXX'x examination to allow XXXXX, its authorized representatives and its customers (including the government if this is a government contract) to verify any claim for adjustment by Supplier. If XXXXX and Supplier are unable to agree upon an adjustment in the event of any change directed by XXXXX, the matter will be resolved in accordance with the dispute resolution procedures set forth in the Paragraph of these Terms and Conditions entitled “Dispute Resolution.” Pending resolution of any such adjustment, Supplier will diligently pursue the performance of the order as changed. Notwithstanding the above, if XXXXX enters into an agreement with a customer, which provides for no cost increase as a result of changes to delivery or work ...
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Changes and Adjustments. 9.1. Change Information 9.2. Reductions 9.3. Increases 9.4. Reinstatements 9.5. Conversions 9.6. Underwriting Reassessment 9.7. Terminations 9.8. Policy Replacement 9.9. Cash Values
Changes and Adjustments. Canadian ISD reserves the ability to make changes to the instructional transportation schedule and the school activity transportation schedule and pick up and drop off locations as needed to accommodate students, activities, construction and weather.
Changes and Adjustments. As to the Court and Community School Route, FCSS reserves the right to change school hours; adjust school start and ending times; change any aspect of or delete any established route(s); add new routes; change, increase, or decrease the number and type of vehicles required; change any school site to which transportation services will be provided; and/or change the number of or particular students assigned to a vehicle or route.
Changes and Adjustments. The Licensee is entitled to make such changes and adjustments to the Licensee’s copies as are supported by the Software and as are necessary in order for the Software to be used for its intended purpose. However, the Licensee should take notice that any changes/adjustments to the Software not performed by DATALOGISK will possibly waive DATALOGISK’s liability in full or in part, and any changes/adjustments may cause problems, e.g. in the form of lost functionality, particu- larly in relation to future updates, etc. from DATALOGISK.
Changes and Adjustments. 4.3.1 Except to the extent otherwise expressly provided herein or agreed in writing, the Architect agrees that the City may assume that all services are Basic Services unless the City expressly requests Additional Services in a writing expressly acknowledging that the requested services are Additional Services or the Architect notifies the City in writing and in advance that an Additional Service is required by the Architect or an Architect’s Consultant, or has been requested by the City, and the City then agrees in writing and expressly authorizes the performance of the Additional Service.
Changes and Adjustments. As a result of meetings and discussions between the parties, including, without limitation, meetings conducted by the parties pursuant to Section 2.3, the parties may desire to make changes to existing Project Agreements including, without limitation, changes to the number of Transmeta Personnel, the scope or specification of Services then being performed under such Project Agreements. Changes to the scope or specification of such Services may also require changes to the schedule for the performance of Services or adjustments to the fees payable for such Services or may require Transmeta to hire or engage additional Transmeta Personnel, all as may be appropriately determined between the parties. Any proposed changes to a Project Agreement will be effective only if such changes are confirmed in writing and signed by the Executive Relationship Manager and relevant Project Manager(s) of each party. Notwithstanding the foregoing provisions, if SONY provides Transmeta with * * * prior written notice and discusses with Transmeta new projection of the headcount of Transmeta Personnel, SONY may reduce headcount of the Transmeta Personnel set forth in any Project Agreement on its discretion.
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Changes and Adjustments. 4.10.1 No deductions shall be made from amounts payable to the Architect on account of penalty, liquidated damages, or other sums withheld from payments to Contractors, or on account of the cost of changes in the Work other than those for which the Architect is proven to be legally responsible or has agreed to pay.
Changes and Adjustments 

Related to Changes and Adjustments

  • Prorations and Adjustments The following shall be prorated and adjusted between Seller and Buyer as of the Closing Date, except as otherwise specified:

  • No Adjustments, Changes Neither the Acquiror Company nor any other Person on behalf of the Acquiror Company (a) has executed or entered into a closing agreement pursuant to Section 7121 of the Code or any predecessor provision thereof or any similar provision of state, local or foreign law; or (b) has agreed to or is required to make any adjustments pursuant to Section 481(a) of the Code or any similar provision of state, local or foreign law.

  • Calculation of Adjustments All adjustments to the Settlement Rate shall be calculated to the nearest 1/10,000th of a share of Common Stock (or if there is not a nearest 1/10,000th of a share to the next lower 1/10,000th of a share). No adjustment in the Settlement Rate shall be required unless such adjustment would require an increase or decrease of at least one percent therein; provided, that any adjustments which by reason of this subparagraph are not required to be made shall be carried forward and taken into account in any subsequent adjustment. If an adjustment is made to the Settlement Rate pursuant to paragraph (1), (2), (3), (4), (5), (6), (7) or (10) of this Section 5.6(a), an adjustment shall also be made to the Applicable Market Value solely to determine which of clauses (i), (ii) or (iii) of the definition of Settlement Rate in Section 5.1(a) will apply on the Stock Purchase Date. Such adjustment shall be made by multiplying the Applicable Market Value by a fraction, the numerator of which shall be the Settlement Rate immediately after such adjustment pursuant to paragraph (1), (2), (3), (4), (5), (6), (7) or (10) of this Section 5.6(a) and the denominator of which shall be the Settlement Rate immediately before such adjustment; provided, that if such adjustment to the Settlement Rate is required to be made pursuant to the occurrence of any of the events contemplated by paragraph (1), (2), (3), (4), (5), (7) or (10) of this Section 5.6(a) during the period taken into consideration for determining the Applicable Market Value, appropriate and customary adjustments shall be made to the Settlement Rate.

  • True-Up Adjustments From time to time, until the Retirement of the Recovery Bonds, the Servicer shall identify the need for True-Up Adjustments and shall take all reasonable action to obtain and implement such True-Up Adjustments, all in accordance with the following:

  • Adjustments Notwithstanding anything to the contrary contained in this Agreement, if any Lender becomes a Defaulting Lender, then, until such time as that Lender is no longer a Defaulting Lender, to the extent permitted by applicable Law:

  • Determination of Adjustments If any questions will at any time arise with respect to the Exercise Price or any adjustment provided for in Section 4.8, such questions will be conclusively determined by the Company’s Auditors, or, if they decline to so act any other firm of certified public accountants in the United States of America that the Company may designate and who will have access to all appropriate records and such determination will be binding upon the Company and the Holders of the Warrants.

  • Effect of Adjustments Unless the Company shall have exercised its election as provided in Section 11.9, upon each adjustment of the Purchase Price as a result of the calculations made in Sections 11.2 and 11.3, each Right outstanding immediately prior to the making of such adjustment shall thereafter evidence the right to purchase, at the adjusted Purchase Price, that number of one one-hundredths of a Preferred Share (calculated to the nearest one-hundred thousandth of a Preferred Share) obtained by (i) multiplying (x) the number of one one-hundredths of a Preferred Share covered by a Right immediately prior to this adjustment by (y) the Purchase Price in effect immediately prior to such adjustment of the Purchase Price and (ii) dividing the product so obtained by the Purchase Price in effect immediately after such adjustment of the Purchase Price.

  • Certification of Adjustments Whenever an adjustment is made as provided in Sections 11 and 13 hereof, the Company shall (a) promptly prepare a certificate signed by its Chief Executive Officer, its President or any Vice President and by the Treasurer or any Assistant Treasurer or the Secretary or any Assistant Secretary of the Company setting forth such adjustment and a brief statement of the facts giving rise to such adjustment, (b) promptly file with the Rights Agent and with each transfer agent for the Preferred Stock and the Common Stock a copy of such certificate and (c) mail a brief summary thereof to each holder of a Right Certificate (or, if prior to the Distribution Date, to each holder of a certificate representing shares of Common Stock) in accordance with Section 26 hereof. Notwithstanding the foregoing sentence, the failure of the Company to give such notice shall not affect the validity of or the force or effect of or the requirement for such adjustment. The Rights Agent shall be fully protected in relying on any certificate prepared by the Company pursuant to Sections 11 and 13 and on any adjustment therein contained and shall not be deemed to have knowledge of any such adjustment unless and until it shall have received such certificate. Any adjustment to be made pursuant to Sections 11 and 13 of this Rights Agreement shall be effective as of the date of the event giving rise to such adjustment.

  • Closing Prorations and Adjustments The prorations set forth in this Section 6.5 shall be on a Property-by-Property basis and not among, or between, Properties, and shall not be allocated on an Applicable Share basis.

  • Multiple Adjustments For the avoidance of doubt, if an event occurs that would trigger an adjustment to the Conversion Rate pursuant to this Section 11 under more than one subsection hereof, such event, to the extent fully taken into account in a single adjustment, shall not result in multiple adjustments hereunder; provided, however, that if more than one subsection of this Section 11 is applicable to a single event, the subsection shall be applied that produces the largest adjustment.

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