Estimated Liability Sample Clauses

Estimated Liability. The total purchases of any goods or services under the Contract are not known. The State estimates the purchases during the Term shall be nine million dollars ($9,000,000.00) (“Estimated Liability”). This Contract does not grant the Contractor any exclusive rights. The State does not guarantee that it will buy any minimum quantity of goods or services under this Contract. Subject to the terms and conditions of this Contract, the Contractor will only be paid for goods or services provided under this Contract after a purchase order is issued to Contractor by the State or as otherwise specified by this Contract.
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Estimated Liability. The total purchases of any goods or services under this Participating Addendum are not known. The State estimates the purchases during the Term shall be $24,000,000.00 (“Estimated Liability”). This Participating Addendum does not grant the Contractor any exclusive rights. The State does not guarantee that it will buy any minimum quantity of goods or services under this Participating Addendum. Subject to the terms and conditions of this Participating Addendum and the Master Agreement, the Contractor will only be paid for goods or services provided under this Participating Addendum after a purchase order is issued to Contractor by the State or as otherwise specified by this Participating Addendum.
Sample 1Sample 2
Estimated Liability. The total purchases of any goods or services under the Contract are not known. The State estimates the purchases during the Term shall be six million eight hundred forty thousand seven hundred dollars ($6,840,700.00) (“Estimated Liability”). The Estimated Liability per category is: Carpet with Installation Services: $570,000.00 Resilient Tile with Installation Services: $64,000.00 Resilient Base with Installation Services: $3,700.00 Ceiling Tile and Grid: $3,000.00 Paint: $1,200,000.00 Doors and Door Hardware with Installation Services: $5,000,000.00. This Contract does not grant the Contractor any exclusive rights. The State does not guarantee that it will buy any minimum quantity of goods or services under this Contract. Subject to the terms and conditions of this Contract, the Contractor will only be paid for goods or services provided under this Contract after a purchase order is issued to Contractor by the State or as otherwise specified by this Contract.
Sample 1Sample 2
Estimated Liability. If Parent's good faith calculation under paragraph 3 with respect to Subgroup results in an estimated U.S. federal income tax liability for Subgroup for any Applicable Period, then, in that event, Subgroup Parent shall pay such estimated income tax liability to Parent in such amounts and at such times as Subgroup Parent would have been required to pay the Internal Revenue Service if Subgroup were a separate affiliated group of corporations making separate estimated consolidated payments of U.S. federal income tax and filing a separate consolidated U.S. federal income tax return.
Sample 1
Estimated Liability in relation to an Outstanding Claim, such an amount as a Queen’s Counsel of at least 10 years’ standing and experienced in claims in the nature of the Outstanding Claim shall have confirmed in writing prior to the Deferred Payment Date (which advice the Purchaser shall have delivered to the Vendors prior to the Deferred Payment Date or, if the Purchaser became aware of the matter giving rise to the Relevant Claim within ten Business Days of the Deferred Payment Date, within fifteen Business Days of becoming so aware) to be, based on the evidence presented to him and on the assumption that no further evidence will be produced, a reasonable estimate of the loss suffered and the value of the Outstanding Claim;
Sample 1
Estimated Liability. If Parent's good faith calculation under Section 3.2 hereof with respect to Subgroup results in an estimated Federal income tax liability for Subgroup with respect to the Applicable Period, then in that event Subgroup Common Parent shall pay such computed estimated income tax liability to Parent in such amounts and at such times as Subgroup Common Parent would have been required to pay the Internal Revenue Service, if Subgroup were a separate affiliated group of corporations making separate estimated consolidated payments of tax and filing a separate consolidated tax return. Notwithstanding the foregoing, Subgroup Common Parent's payments of estimated tax through any date (including any date on which Parent requests an extension of time for filing the Group's consolidated Federal Income Tax Return) with respect to an Applicable Period shall not exceed the amount of tax Parent is required to have paid to the Internal Revenue Service on or before such date.
Sample 1
Estimated Liability. The total purchases of any goods or services under the Contract are not known. The State estimates the purchases during the Term shall be 50,000,000 ("Estimated Liability"). This Contract does not grant the Contractor any exclusive rights. The State does not guarantee that it will buy any minimum quantity of goods or services under this Contract. Subject to the terms and conditions of this Contract, the Contractor will only be paid for goods or services provided under this Contract after a purchase order is issued to Contractor by the State or as otherwise specified by this Contract. 4. Governing Law. This Participating Addendum shall be governed by and construed in accordance with the laws of the State of Tennessee. The Tennessee Claims Commission or the state or federal courts in Tennessee shall be the venue for all claims, disputes, or disagreements arising under this Participating Addendum. The Contractor acknowledges and agrees that any rights, claims, or remedies against the State of Tennessee or its employees arising under this Participating Addendum shall be subject to and limited to those rights and remedies available under Tenn. Code Xxx. §§ 9-8-101 -408.
Sample 1
Estimated Liability. The total purchases of any goods or services under this Contract are not known. The State estimates the purchases during the Term shall be One Billion Nine Hundred Nine Million Two Hundred Thirty-Two Thousand Dollars ($1,909,232,000) (“Estimated Liability”). The Contractor’s compensation shall consist of (1) the Contractor Management Fee (Contract Attachment F.1., Section A.), (2) the Contractor Labor Administration Fee (Contract Attachment F.1., Section B.), (3) the Call Center/Corrigo Transaction Fee (Contract Attachment F.1., Section C.), (4) the Alliance Partner Grounds Management Fee (Contract Attachment F.1., Section D.), and (5) the Alliance Partner Janitorial Management Fee (Contract Attachment F.1., Section E.), all of which shall be set forth in the Operations Budget. The Contractor shall also earn (6) Incentive Compensation by achieving cost savings below the Baseline as set forth in Contract Attachment F.2. The Contractor shall also earn (7) a Transformation Implementation Fee by originating an innovative solution that results in a cost savings as set forth in Contract Attachment I. The Authorized Entities are responsible for certain operating costs as set forth in the Operations Budget approved by the Authorized Entity and as set forth in Section C.3.c. Neither this Contract nor any PA under this Contract grants the Contractor any exclusive rights. The State does not guarantee that it will buy any minimum quantity of goods or services under this Contract or any PA under this Contract. Subject to the terms and conditions of any PA under this Contract, the Contractor will only be paid for goods or services provided under any PA under this Contract after a purchase order is issued to the Contractor by the State or an Authorized Entity or as otherwise specified by this Contract or an Authorized Entity’s PA.
Sample 1

Related to Estimated Liability

  • Liability of Owner for Taxes If any tax or other governmental charge shall become payable by the Custodian or the Depositary with respect to or in connection with any American Depositary Shares or any Deposited Securities represented by any American Depositary Shares or in connection with a transaction to which Section 4.8 applies, that tax or other governmental charge shall be payable by the Owner of those American Depositary Shares to the Depositary. The Depositary may refuse to register any transfer of those American Depositary Shares or any withdrawal of Deposited Securities represented by those American Depositary Shares until that payment is made, and may withhold any dividends or other distributions or the proceeds thereof, or may sell for the account of the Owner any part or all of the Deposited Securities represented by those American Depositary Shares and apply those dividends or other distributions or the net proceeds of any sale of that kind in payment of that tax or other governmental charge but, even after a sale of that kind, the Owner of those American Depositary Shares shall remain liable for any deficiency. The Depositary shall distribute any net proceeds of a sale made under this Section that are not used to pay taxes or governmental charges to the Owners entitled to them in accordance with Section 4.1. If the number of Shares represented by each American Depositary Share decreases as a result of a sale of Deposited Securities under this Section, the Depositary may call for surrender of the American Depositary Shares to be exchanged on a mandatory basis for a lesser number of American Depositary Shares and may sell American Depositary Shares to the extent necessary to avoid distributing fractions of American Depositary Shares in that exchange and distribute the net proceeds of that sale to the Owners entitled to them.

  • Liability for Uncollected Tax, Interest and Penalty If the Providing Party has not received an exemption certificate from the Purchasing Party and the Providing Party fails to xxxx the Purchasing Party for any Tax as required by Section 41.1, then, as between the Providing Party and the Purchasing Party, (a) the Purchasing Party shall remain liable for such unbilled Tax and (b) the Providing Party shall be liable for any interest assessed thereon and any penalty assessed with respect to such unbilled Tax by such authority. If the Providing Party properly bills the Purchasing Party for any Tax but the Purchasing Party fails to remit such Tax to the Providing Party as required by Section 41.1, then, as between the Providing Party and the Purchasing Party, the Purchasing Party shall be liable for such uncollected Tax and any interest assessed thereon, as well as any penalty assessed with respect to such uncollected Tax by the applicable taxing authority. If the Providing Party does not collect any Tax as required by Section 41.1 because the Purchasing Party has provided such Providing Party with an exemption certificate that is later found to be inadequate by a taxing authority, then, as between the Providing Party and the Purchasing Party, the Purchasing Party shall be liable for such uncollected Tax and any interest assessed thereon, as well as any penalty assessed with respect to such uncollected Tax by the applicable taxing authority. If the Purchasing Party fails to pay the Receipts Tax as required by Section 41.2, then, as between the Providing Party and the Purchasing Party, (x) the Providing Party shall be liable for any Tax imposed on its receipts and (y) the Purchasing Party shall be liable for any interest assessed thereon and any penalty assessed upon the Providing Party with respect to such Tax by such authority. If the Purchasing Party fails to impose and/or collect any Tax from Subscribers as required by Section 41.3, then, as between the Providing Party and the Purchasing Party, the Purchasing Party shall remain liable for such uncollected Tax and any interest assessed thereon, as well as any penalty assessed with respect to such uncollected Tax by the applicable taxing authority. With respect to any Tax that the Purchasing Party has agreed to pay, or is required to impose on and/or collect from Subscribers, the Purchasing Party agrees to indemnify and hold the Providing Party harmless on an after-tax basis for any costs incurred by the Providing Party as a result of actions taken by the applicable taxing authority to recover the Tax from the Providing Party due to the failure of the Purchasing Party to timely pay, or collect and timely remit, such Tax to such authority. In the event either Party is audited by a taxing authority, the other Party agrees to cooperate fully with the Party being audited in order to respond to any audit inquiries in a proper and timely manner so that the audit and/or any resulting controversy may be resolved expeditiously.

  • Liability Records The Lender may maintain from time to time, at its discretion, records as to the Obligations. All entries made on any such record shall be presumed correct until the Borrower establishes the contrary. Upon the Lender's demand, the Borrower will admit and certify in writing the exact principal balance of the Obligations that the Borrower then asserts to be outstanding. Any billing statement or accounting rendered by the Lender shall be conclusive and fully binding on the Borrower unless the Borrower gives the Lender specific written notice of exception within 30 days after receipt.

  • DEFECT LIABILITY It is agreed that in case any structural defect or any other defect in workmanship, quality or provision of services or any other obligations of the Promoter as per the agreement for sale relating to such development is brought to the notice of the Promoter within a period of 5 (five) years by the Allottee from the date of handing over possession, it shall be the duty of the Promoter to rectify such defects without further charge, within 30 (thirty) days, and in the event of Promoter's failure to rectify such defects within such time, the aggrieved Allottees shall be entitled to receive appropriate compensation in the manner as provided under the Act.

  • REAL ESTATE TAXES, SPECIAL ASSESSMENTS AND PRORATIONS (a) Because the Entire Property (of which the Property is a part) is subject to a triple net lease (as further set forth in paragraph 11(a)(i), the parties acknowledge that there shall be no need for a real estate tax proration. However, Seller represents that to the best of its knowledge, all real estate taxes and installments of special assessments due and payable in all years prior to the year of Closing have been paid in full. Unpaid real estate taxes and unpaid levied and pending special assessments existing on the date of Closing shall be the responsibility of Buyer and Seller in proportion to their respective Tenant in Common interests, pro-rated, however, to the date of closing for the period prior to closing, which shall be the responsibility of Seller if Tenant shall not pay the same. Seller and Buyer shall likewise pay all taxes due and payable in the year after Closing and any unpaid installments of special assessments payable therewith and thereafter, if such unpaid levied and pending special assessments and real estate taxes are not paid by any tenant of the Entire Property. (b) All income and all operating expenses from the Entire Property shall be prorated between the parties and adjusted by them as of the date of Closing. Seller shall be entitled to all income earned and shall be responsible for all expenses incurred prior to the date of Closing, and Buyer shall be entitled to its proportionate share of all income earned and shall be responsible for its proportionate share of all operating expenses of the Entire Property incurred on and after the date of closing.

  • Liability for Taxes (a) Seller is responsible for and will timely pay any Taxes arising or resulting from or in connection with the conduct of the Business or the ownership or use of the Purchased Assets attributable to any Tax period ending on or before the Closing Date (a “Pre-Closing Period”) other than any Assumed Liability. Buyer is responsible for and will timely pay any Taxes arising or resulting from or in connection with the conduct of the Business or the ownership or use of the Purchased Assets attributable to any Tax period beginning after the Closing Date (a “Post-Closing Period”) and any Taxes that are an Assumed Liability. (b) The Parties agree that any Apportioned Taxes, and any refund, rebate or similar payment received by Seller or Buyer for any Apportioned Taxes, will be apportioned between Seller and Buyer as follows: (i) For Apportioned Taxes measured by the amount or level of any item (including such taxes as are measured by the value of intangibles), Seller is responsible for the amount of such Apportioned Taxes that are determined by multiplying (A) the amount or level of such items immediately prior to the Closing, by (B) a fraction, the numerator of which is the number of calendar days in the portion of the Straddle Period ending on the Closing Date and the denominator of which is the number of calendar days in the entire Straddle Period. (ii) For all Apportioned Taxes not described in clause (i), Seller is responsible for the amount of such Apportioned Taxes that are determined by multiplying (A) the amount of such Apportioned Taxes for the entire Straddle Period, by (B) a fraction, the numerator of which is the number of calendar days in the portion of the Straddle Period ending on the Closing Date and the denominator of which is the number of calendar days in the entire Straddle Period. (iii) All Apportioned Taxes that are not the responsibility of Seller pursuant to Section 7.1(b)(i) through Section 7.1(b)(ii) hereof shall be the responsibility of Buyer. (c) For the avoidance of doubt, Seller and Buyer are each responsible for their own Income Taxes arising out of their conduct of the Business or their ownership or use of the Purchased Assets, including Income Taxes arising out of the transactions contemplated in this Agreement. (d) Notwithstanding any other provision contained in this Agreement (including the limitations set forth in Sections 11.2 or 11.3), any obligation arising out of this Section 7.1 will not be subject to any limits of minimum or maximum amounts, measurement of aggregate amount of Losses or any limit of time.

  • Conveyance Taxes The Company and Parent shall cooperate in the preparation, execution and filing of all returns, questionnaires, applications or other documents regarding any real property transfer or gains, sales, use, transfer, value added, stock transfer and stamp taxes, any transfer, recording, registration and other fees, and any similar taxes which become payable in connection with the transactions contemplated by this Agreement that are required or permitted to be filed on or before the Effective Time.

  • Tax Liability The Authorized Participant shall be responsible for the payment of any transfer tax, sales or use tax, stamp tax, recording tax, value added tax and any other similar tax or government charge applicable to the creation or redemption of any Basket made pursuant to this Agreement, regardless of whether or not such tax or charge is imposed directly on the Authorized Participant. To the extent the Trustee, the Sponsor or the Trust is required by law to pay any such tax or charge, the Authorized Participant agrees to promptly indemnify such party for any such payment, together with any applicable penalties, additions to tax or interest thereon.

  • Refund Liabilities 8.4.1 The State shall be liable for interest on refunds from the date the refund is credited to a State account until the date the refund is debited from the State account for program purposes. The State shall apply a $50,000 refund transaction threshold below which the State shall not incur or calculate interest liabilities on refunds. A transaction is defined as a single deposit. 8.4.2 For each refund, the State shall maintain information identifying: (1) date a refund is credited to a State account (2) date of the subsequent deposit of Federal funds against which the refund is offset

  • Taxes and Liabilities The Company shall pay when due all material taxes, assessments and other liabilities except as contested in good faith and by appropriate proceedings and for which adequate reserves in conformity with GAAP have been established.