Inadvertent Omissions. Notwithstanding anything contained in these Articles, if it be found that some formality required by these Articles to be done has been inadvertently omitted or has not been carried out, such omission shall not invalidate any resolution, act, matter or thing which, but for such omission would have been valid, unless it is proved to the satisfaction of the Directors, or a majority of them, that such omission has directly prejudiced any member financially. The decision of the Directors shall be conclusive and final and shall be binding on all members. SECRETARY
Inadvertent Omissions. In the event that a Party discovers after the Effective Date an inadvertent, good faith omission from its Schedule B or Schedule C, as applicable, such Party shall have the right to update the applicable Schedule hereunder, provided that such omission does not result in any material disadvantage to the other Party.
Inadvertent Omissions. The Insured having intended to insure all Property Insured within the Geographical Limits in which the Insured is interested and it being the Insured’s belief that all such property is insured (for the avoidance of doubt, this Extension shall not apply where the Insured deliberately or recklessly omitted the property), if hereafter any such Property Insured shall be found to have been inadvertently omitted the Company will deem it to be insured within the terms of this Section as from the commencement of the Period of Insurance or from the date of the Insured’s interest in such property if erected or purchased after the commencement of the Period of Insurance; Provided that: The Limit of Indemnity under this Extension shall for the purpose of the Average Condition be added to the combined total of the sum of the Declared Value for Buildings and Machinery/Plant and the Limit of Indemnity for all other Property Insured. The insurance under this Extension shall not apply to Property Insured situate outside the Geographical Limits.
Inadvertent Omissions. (a) If, during the Term, Biogen Idec identifies any methods, materials (including biological materials), know-how or other information (other than items governed by Section 2.10(b)) in existence and Controlled by Biogen Idec or its Controlled Affiliates as of the Effective Date (i) that were invented, used or generated prior to the Effective Date in connection with the identification, discovery or development of any Product or Service under, or any materials used in, the Anti-VLA1 Antibody Program, and (ii) which Biogen Idec, in its reasonable judgment, believes may be of value to Xxxxxxx’x advancement of Xxxxxxx’x development program for Products, such method, materials, know-how or other information shall be deemed to be, from the Effective Date, Biogen Idec Know-How notwithstanding the fact that such item was not listed on Exhibit 1.4 on the Effective Date. The Parties agree to promptly amend Exhibit 1.4 to correct any such omission. For the avoidance of doubt, this Section 2.10(a) shall not apply to any methods, materials (including biological materials), know-how or other information (other than any of the foregoing that have been included on Exhibit 1.4) that is no longer owned or Controlled by Biogen Idec or its Controlled Affiliates prior to the date upon which Biogen Idec becomes aware of the omission.
Inadvertent Omissions. Visteon and VGTI have used good faith efforts to identify all Licensed Intellectual Property Rights and Owned Intellectual Property Rights to be transferred to the Company as required by the Contribution Agreement. To the extent any Licensed Intellectual Property Rights and Owned Intellectual Property Rights are discovered or identified at any time before or after the Closing Date which had they been discovered or identified prior to the date hereof would have been transferred to Company at Closing pursuant to the Contribution Agreement but are still in Visteon's or any of Visteon's Affiliates' possession, Visteon shall immediately transfer and promptly deliver them (or cause them to be delivered) to the Company or the appropriate Subsidiary of the Company according to the appropriate grant in the Appendices attached hereto. To Visteon's knowledge, the appendices and attachments hereto include all Licensed Intellectual Property Rights and Owned Intellectual Property Rights existing as of June 15, 2005 to be contributed to the Company. The parties agree that within 30 days after Closing, they will cooperate and identify all other Licensed Intellectual Property Rights and Owned Intellectual Property Rights to be contributed to the Company pursuant to this Agreement that are conceived, created, developed, or identified for contribution between June 15, 2005 and Closing. The parties agree that such Licensed Intellectual Property Rights and Owned Intellectual Property Rights will be added to the appropriate appendix herein. In the event that new circumstances exist at Closing that affect the original disposition of an asset pursuant to this Agreement, the parties will meet and mutually agree to the correct disposition of such asset.
Inadvertent Omissions for damage to property where: ▪ the Insured has notified the Company of its intention to insure all property in which it is interested and believes that all such property is insured; and ▪ such property is found to have been inadvertently omitted from such insurance. In respect of such property, the Company will deem it to be insured within the terms of this Policy subject to payment of premium on all such property as from the inception of this Policy (or from the date of the Insured’s interest in such property if it is constructed, erected or purchased after inception of this Policy), provided that as soon as the Insured is aware of such omission, it declares full details of the property to the Company. Undamaged Tenants Improvements and Betterments the value of undamaged tenants improvements and betterments when the Insured’s lease is cancelled: ▪ by the lessor; and Replacement of Locks ▪ pursuant to a valid condition of the Insured’s lease, the costs incurred as a result of the necessary replacement or adjustment of locks at an Insured Location following: in consequence of damage to a building or general contents or tenants improvements and betterments. ▪ theft of keys; or ▪ loss of keys Theft Damage to Buildings anywhere within the Territorial Limit. for damage to buildings for which the Insured is liable (not otherwise insured by this Policy) caused by theft or attempted theft. Refrigerated Stock for damage to refrigerated stock at the Insured Locations as a result of contamination, deterioration or putrefaction caused by: ▪ a change in temperature as a result of a) breakdown of or damage to the refrigerator b) non operation of any thermostatic or automatic controlling devices pertaining to the refrigerator c) accidental failure of the public supply of electricity ▪ action of refrigerant fumes escaping from the refrigerator The Company will also pay the costs reasonably incurred in the necessary transfer of refrigerated stock to an alternative cold store. Exhibitions, Fair or Trade Shows for damage to stock and general contents whilst at any exhibition, fair or trade show including transit to and from such exhibitions, fairs, tradeshows and Insured locations. This extension does not cover theft of mobile communication property while left unattended. Property at Unspecified Locations for damage to stock and general contents (for which values are shown in the Specification) whilst at any locations not shown in the Specification. This extension does no...
Inadvertent Omissions. (a) Visteon and VGTI have used good faith efforts to identify all Software to be transferred and licensed to the Company as required by the Contribution Agreement. To the extent any Software or other rights are discovered or identified at any time before or after the Closing Date which, pursuant to Article 2 or Article 3 hereof should have been transferred or licensed to Company but are still in Visteon's or any of Visteon's Affiliates' possession or not listed in the Schedules herein, Visteon shall immediately transfer and promptly deliver them (or cause them to be delivered) to the Company or include them in the appropriate Schedules hereto.
Inadvertent Omissions for damage to property where: the Insured has notified the Company of its intention to insure all property in which it is interested and believes that all such property is insured; and such property is found to have been inadvertently omitted from such insurance. In respect of such property, the Company will deem it to be insured within the terms of this Policy subject to payment of premium on all such property as from the inception of this Policy (or from the date of the Insured’s interest in such property if it is constructed, erected or purchased after inception of this Policy), provided that as soon as the Insured is aware of such omission, it declares full details of the property to the Company. contribution with any cover granted by the Underlying Policy other than in respect of any excess over and above the sums insured, limits or cover applicable under such Underlying Policy.
