Liability Management. To further manage the XXX Board’s exposure in the event of misused WIA grant funds allocated to the Bay WDA, said the XXX Board shall adhere, and, where applicable, shall require the BAWDB and/or any of its providers to adhere, to the following guidelines:
1. That the WIA programs, services and activities in the Bay WDA be administered prudently to minimize liability, including, but not limited to, the requirement that all contractors who provide services purchased with WIA grant funds be required to maintain general liability, workers compensation, and automobile (if automobiles are used in providing services) insurance policies in an amount of at least $1,000,000. Said contractors may also be required to provide fidelity insurance and/or bonding in such amounts deemed necessary by the XXX Board to protect the XXX Board, the Consortium and the Counties. Contracts for service delivery shall require indemnification by the contractor in the event that contractor errors or omissions result in disallowed costs or other liability;
2. That the Sub-Recipient be required to maintain errors and omissions insurance, fidelity insurance/bonding, general liability insurance, workers compensation insurance and automobile insurance to the extent deemed necessary by the XXX Board and in amounts to be determined by the XXX Board. Such insurance shall name the XXX Board, the Consortium and each County as additional insureds;
3. That the BAWDB and/or the Sub-Recipient be required to indemnify, defend and hold harmless the XXX Board, the Consortium and each County, as well as their agents, officers, elected officials, representatives, employees, successors and assigns, from and against any claim, demand, suit, payment, damages, loss, cost and expense, including actual attorney’s fees, by reason of any alleged or actual liability for injury or damages caused by, relating to or arising in any way, in whole or in part, from: (1) the wrongful, intentional, or negligent acts or omissions of the BAWDB, the Sub-Recipient and/or their employees, agents, representatives and subcontractors; or (2) the breach by the BAWDB, the Sub-Recipient and/or their agents, officers, elected officials, representatives, employees, successors and assigns, of this XXX Agreement, the By- Laws and/or Joint Agreement, as well as any other agreements/governing procedures enacted in accordance with the WIA and as amended from time to time;
4. That the XXX Board may further direct the purchase of additional ...
Liability Management. The Indebtedness included on the AT&T Broadband Balance Sheet consists of the Indebtedness to third parties (the “Scheduled Debt”) and Indebtedness to members of the AT&T Communications Group. Prior to the Distribution Date, the Indebtedness of the AT&T Broadband Group shall consist only of (i) the Scheduled Debt, Indebtedness to third parties reflected on the September 30, 2001 balance sheet included in the AT&T Broadband Financial Statements and the third party Indebtedness identified in Item 3 of Schedule 6.11 to the Merger Agreement (unless any such Indebtedness shall have been discharged) (ii) Indebtedness of the members of the AT&T Broadband Group to members of the AT&T Communications Group and (iii) such other debt as shall have been approved by the Interim Finance Committee. On the Distribution Date, the AT&T Broadband Entities may incur additional Indebtedness to parties (other than to members of the AT&T Communications Group) in an amount sufficient to (i) pay in full at the Effective Time to AT&T an amount equal to the Indebtedness owed by any member of the AT&T Broadband Group to any member of the AT&T Communications Group, (ii) refinance the TOPRS that may be called for redemption at the Effective Time or shortly thereafter and (iii) provide appropriate cash reserves to fund the operations of the AT&T Broadband Entities after the Effective Time. Such Indebtedness shall be incurred in accordance with Section 9.15 of the Merger Agreement.
Liability Management. (a) The Company will provide Parent reasonable assistance in connection with (i) the repayment, redemption or satisfaction and discharge of any Indebtedness of the Company or any Company Subsidiary, including the Company Notes, Company IRBs or Company Credit Agreement, as applicable (a “Debt Payoff”), and (ii) any tender offers, exchange offers or consent solicitations (each, a “Debt Offer”) to holders of Company Notes; provided that:
(i) if and to the extent requested by Parent prior to the Effective Time, the Company or a Subsidiary of the Company will, subject to the terms of this Section 6.12, commence a Debt Offer on terms determined by Parent after reasonable consultation with the Company; provided that neither the Company nor any Company Subsidiary will have any obligation to make any Debt Payoff;
(ii) subject to the Company’s obligations hereunder, the Company will have a reasonable opportunity to review and comment on all offers to purchase, solicitation statements or any other materials to be transmitted to debt holders, or otherwise used in connection with any Debt Payoff or Debt Offer;
(iii) at the time of commencement of any such Debt Payoff or Debt Offer, Parent and Merger Sub have performed or complied in all material respects with all of their agreements and covenants required by this Agreement to be performed on or prior to the time that the Debt Payoff or Debt Offer, as applicable, is to be commenced;
(iv) the Company will retain, as may reasonably be required and at Parent’s expense, the financial institutions and other parties reasonably requested by Parent and reasonably acceptable to the Company to act as dealer managers, information agents, solicitation agents, depositaries or other agents to provide assistance in connection with any Debt Offers and the Company will enter into customary dealer manager agreements, consent solicitation agreements, information agent agreements, depositary agreements and other agreements in connection therewith;
(v) notwithstanding anything in this Agreement to the contrary, in no event will the Company, any of its Subsidiaries, Parent or any of its Subsidiaries have any obligation to authorize, adopt or execute any supplemental indenture to the Company Notes Indenture or other agreement relating to a Debt Payoff or Debt Offer that would become effective prior to the Closing Date;
(vi) any Debt Payoff or Debt Offer will be at the expense of Parent;
(vii) the closing of any Debt Payoff or Debt Offer will ...
Liability Management. The Company agrees to use its commercially reasonable efforts to extend by 12 months the maturity date of its outstanding revolving credit facility under the Loan and Security Agreement dated May 4, 2022, between the Company and Silicon Valley Bank. From the Closing Date until December 31, 2025, the Company shall not incur any additional indebtedness in excess of $10 million, without the prior written approval of the Purchasers.
Liability Management. The task provides a perspective on the regulation of specific Vertical and Telecom industries that are involved in the complex 5G environment. It demonstrates that it is not possible to define specific set of requirements (safety, availability, security, QoS) that would fit all use cases. And that providing on-ĚĞŵĂŶĚ ƐĞĐƵƌŝƚLJ ƐĞƌǀŝĐĞƐ ǁŝ-dƚemŚa ndĂle vel͚ofĐŽŶǀĞ transparency, accountability and liability, is a key driver for the development of 5G Services. The deliverable defines some metrics to negotiate such a convention of proof. It also defines the goals of a liability management system and investigates how they are covered by the enablers developed in INSPIRE-5GPlus. v0.1 23/01/22 Table Of Content Xxxxxxxx Xxxxx V0.2 27/06/22 Introduction, Section 2, Section 3, Section 4, Section 5 Xxxxxxxx Xxxxx, Xxxxx Xxxxx, Xxxxxxx Xxxxx, Xxxxxxxxx Xxxxxx, Xxxxxxx Xxxxxxxxxx, Xxxx Xxx Xx, Xxxxxxx Xxxxxxxx, Xxxx Xxxxxxxx, Xxxxxx Xxx, Xxxxxxx Xxxxxxxx, Xxxx Xxxxxxx, Xxxxx Xxxxxxx, Xxxxxx Xxxxx, Xxxxxx Xxxxx Xxxxx V0.3 30/06/22 Section 4, proof-reading Xxxxxx Xxxxxx, Xxxx Xxxxxxx, Xxxxxxxx Xxxxx V0.4 30/06/22 Corrections throughout the document after WP4 internal review Xxxxxxxx Xxxxx after internal review by Xxxxx Xxxxxx, Xxxxxxxxxx Xxxxxxxx, Xxxxx Xxxxx V0.5 05/07/2022 Abstract, executive summary, conclusion Xxxxxxxx Xxxxx V0.6 13/07/2022 Review Xxxxxx Xxxxxxxxxx, Xxxxxxx Xxxxxxx V0.7 26/07/2022 Corrections following review Xxxxxxxx Xxxxx V0.9 27/07/2022 Final editing Xxx Xxxxxx, Xxxx Xxxxxx V1.0 04/08/2022 Submit Deliverable Xxx Xxxxxx V1.1 02/03/2023 Corrections to address final Project Review Recommendations Xxxxxxxx Xxxxx Section 1 Xxxxxxxx Xxxxx (Orange) Section 2 Xxxxxxxx Xxxxx (Orange), Gürkan Gür (ZHAW)
Liability Management. To the best of our knowledge, there is limited work on liability management systems for 5G E2E service management. Most existing solutions either do not cover liability or are not adapted for 5G use case. Contract management tools (e.g., Contractworks [1], hyperlex[5][4], Cobblestone[3], ContractPodAICloud[4]) assist legal departments to negotiate, sign, store and analyse contracts. Some tools such as hyperlex leave a lot of margin to users to perform their own analysis and mostly provide them tools to store, summarize and research a database of contracts. Others such as ContractPodAI give the possibility to fully automate contracts reviews and their risk assessments, evaluate vendor compliance in a Request For Proposal (RFP) process, automate approval processes. Cobblestone tool also has a feature that freezes records in case of legal disputes or litigations. The sectors which mainly make use of such tools are related to healthcare, technology, manufacturing, government[1],[6]. To our knowledge, such tools concentrate on risks prevention and do not monitor ICT products or services to collect evidence and investigate technical violations. Hatzivasilis et al [17] proposed a cyber insurance tool which calculates insurance fees, alerts customers on potential violations and applies penalties to the entities at the origin of the violation. Given that this tool is aimed at insurers who hedge risks, it does not cover some concerns that are relevant for 5G E2E Service Providers. In contrast, an E2E Service Provider does not only seek to pinpoint the responsible party and calculate penalties. Its objective is also to operate its service in a way that minimizes its SLA violations, insurance fees and penalties.
Liability Management. The Company's vulnerability to interest rate risk exists to the extent that its interest bearing liabilities, consisting of customer deposits and borrowings, mature or reprice more rapidly or on a different basis than its interest earning assets, which consist primarily of intermediate or long-term loans and investment securities, mortgage-backed securities and collateralized mortgage obligations. The principal determinant of the exposure of the Company's earnings to interest rate risk is the timing difference between the repricing or maturity of the Company's interest earning assets and the repricing or maturity of its interest bearing liabilities. If the repricing and maturities of such assets and liabilities were perfectly matched, and if the interest rates carried by its assets and liabilities were equally flexible and moved concurrently, neither of which is the case, the impact on net interest income of rapid increases or decreases in interest rates would be minimized. -------------------------------------------------------------------------------- Annual Report 2006 o Fidelity Bancorp, Inc. and Subsidiary 45 MANAGEMENT'S DISCUSSION AND ANALYSIS (CONTINUED) The objective of interest rate risk management is to control, to the extent possible, the effects that interest rate fluctuations have on net interest income and on the net present value of the Company's interest earning assets and interest bearing liabilities. Management and the Board are responsible for managing interest rate risk and employing risk management policies that monitor and limit exposure to interest rate risk. Interest rate risk is measured using net interest margin simulation and asset/liability net present value sensitivity analyses. These analyses provide a range of potential impacts on net interest income and portfolio equity caused by interest rate movements. The Company uses financial modeling to measure the impact of changes in interest rates on net interest margin. Assumptions are made regarding loan and mortgage-backed securities prepayments and amortization rates of passbook, money market and NOW account withdrawal rates. In addition, certain financial instruments may provide customers with a degree of "optionality," whereby a shift in interest rates may result in customers changing to an alternative financial instrument, such as from a variable to fixed rate loan product. Thus, the effects of changes in future interest rates on these assumptions may cause actual results to...
Liability Management. Each Alternative Investment Vehicle shall be a limited liability company, limited partnership, corporation, trust or other form of entity, as determined by the General Partner. Each Alternative Investment Vehicle shall provide for the limited liability of the Limited Partners (in whatever capacity they participate in the Alternative Investment Vehicle). The General Partner or an Affiliate shall serve, directly or indirectly, as the general partner, manager, trustee, director or other controlling person of each Alternative Investment Vehicle. Each Alternative Investment Vehicle shall be managed by the Manager pursuant to the Investment Management Agreement.
Liability Management. Transparent disclosure, direct disclaimer,& compartmental.
Liability Management. 7.1 The aggregate liability of the Parties for all Defaults, whether in contract, tort, or otherwise, arising under or in relation to this Agreement, shall be subject to the following limitations and exclusions:
(a) in respect of each Party, for death, personal injury, fraud (including fraudulent misrepresentation) or criminal actions, liability shall not be subject to limitation or exclusion;
(b) subject to sub-Clause (a), in respect of the Contributor, for breach of obligations in respect of Clauses 2.1, 2.4, 5, and 6, liability shall not be subject to limitation or exclusion. In this regard, Contributor shall indemnify and hold harmless Fáilte Ireland, upon demand, in respect of any claim, liability, proceedings, fines, damages and/or costs of any nature, whatsoever and howsoever arising, which may be made or accrue against Fáilte Ireland; and
(c) subject to sub-Clause (a) and (b), in respect of both Parties, for direct loss or damage, whatsoever and howsoever arising, liability shall be subject to limitation, up to an amount, in aggregate of ten thousand euro (€10,000), and, in addition, shall be subject to exclusion.
7.2 Except as expressly set forth in this Agreement, all warranties, whether oral or written, express or implied, including, but not limited to, any warranties of fitness for purpose, description or quality, are hereby excluded, to the maximum extent permissible under applicable law.
7.3 In no event, will either Party be liable to the other Party for any consequential or indirect loss or damage (including, for the avoidance of doubt, anticipated financial benefits, of such nature), howsoever arising under, or in connection with, or in relation to, this Agreement. Reference in this Clause 7 to exclusion of liability shall refer to this Clause 7.3.
7.4 The Parties recognise the existence of one or more separate Fáilte Ireland contracts referring to specific subject matter to which the Parties may be party, including, but not limited to, participation in Fáilte Ireland accreditation schemes (the “Specific Contracts”). The Parties recognise and agree as follows:
(a) liability of Parties arising pursuant to this Agreement and one or more Specific Contracts shall be separate matters, dealt with by each such agreement separately; and
(b) notwithstanding the foregoing, in no event shall either Party be liable to the other pursuant to this Agreement and any one or more Specific Contracts in respect of a single cause of action.
