Limitations on Adjustment Sample Clauses

Limitations on Adjustment. Notwithstanding anything in this Schedule and this Lease to the contrary, the Lessor shall not be entitled or required to make any adjustment under the provisions of this Schedule or in the preparation of any Cash Flow and no change shall be treated as occurring in any Variable Assumption or Termination Assumption where and to the extent that, otherwise than (i) as a result of the occurrence of any change in Variable Assumption 1.13, (ii) by reason of any of the transactions effected under or pursuant to or contemplated by the Transaction Documents and the Share Acquisition Documents (other than an assignment by the Lessor pursuant to clause 30.2), (iii) as a result of a change in Generally Accepted Accounting Principles or, (iv) as a result of a breach by the Lessee of any of its obligations under the Transaction Documents, a Variable Assumption would but for the provisions of this paragraph 10, be treated as changing by reason of:
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Limitations on Adjustment. Notwithstanding anything to the contrary, there shall not be any remedies provided by Parent for any Defect Amount unless all Defect Amounts in the aggregate (excluding any Defects cured by Parent or which it has elected to cure and the Cure Period has not expired with respect to such election) pursuant to this Agreement and pursuant to Article VII of the ARMC Purchase Agreement (with respect to “Defects,” “Defect Amounts” and “Cure Period” as defined therein) collectively exceed $250,000 (the “Defect Deductible”), after which point, Buyer shall be entitled to the remedies provided for in Section 7.3 only with respect to such Defects in excess of such Defect Deductible, and in no event shall Parent’s aggregate liabilities and obligations relating to Defects in accordance with this Article VII (including for purposes of this calculation, amounts spent by Parent to cure any Defect) and in accordance with Article VII of the ARMC Purchase Agreement (with respect to “Defects” as defined therein) collectively exceed $13,400,000 (the “Defect Cap”).
Limitations on Adjustment. (i) Rec- ognized built-in gain or loss. Net unreal- ized built-in gain for a pool of assets of the S corporation is only adjusted under paragraph (b)(1) of this section to reflect built-in gain or built-in loss in the redeemed or canceled stock that has not resulted in recognized built-in gain or recognized built-in loss during the recognition period.
Limitations on Adjustment. Except in the case of a reverse ------------------------- stock split or similar recapitalizing transaction, the Exercise Price shall not be increased as a result of any adjustments set forth in this Article 3 above --------- the Exercise Price which would be in effect had no adjustment ever been made to the Exercise Price in accordance with the terms of this Warrant with respect to the Common Stock, options or convertible securities for which the adjustment in question is being made.
Limitations on Adjustment. The Company at any time may reduce the Purchase Price, temporarily or otherwise, by any amount, but in no event shall such exercise price be less than the par value of the Common Stock at the time such reduction is made.
Limitations on Adjustment. Notwithstanding anything to the contrary in this Section 2.10, in no event shall (i) Buyer be entitled to payment pursuant to this Section 2.10 of any amount in excess of the Indemnification Escrow Fund or (ii) the Seller Representative or any Combined Holder have any liability under this Section 2.10 or otherwise in excess of such Combined Holder’s allocable share of the Indemnification Escrow Fund.

Related to Limitations on Adjustment

  • Certain Adjustments The Exercise Price and number of Warrant Shares issuable upon exercise of this Warrant are subject to adjustment from time to time as set forth in this Section 9.

  • Dilution Adjustment Provisions Sections 5.05(A)(i), (ii), (iii), (iv) and (v) and Section 5.05(H) of the Indenture. Extraordinary Events applicable to the Transaction: Merger Events: Applicable; provided that notwithstanding Section 12.1(b) of the Equity Definitions, a “Merger Event” means the occurrence of any event or condition set forth in the definition of “Common Stock Change Event” in Section 5.08(A) of the Indenture. Tender Offers: Applicable; provided that notwithstanding Section 12.1(d) of the Equity Definitions, a “Tender Offer” means the occurrence of any event or condition set forth in Section 5.05(A)(v) of the Indenture. Consequences of Merger Events / Tender Offers: Notwithstanding Section 12.2 and Section 12.3 of the Equity Definitions, upon the occurrence of a Merger Event or a Tender Offer, the Calculation Agent shall make a corresponding adjustment in respect of any adjustment under the Indenture to any one or more of the nature of the Shares (in the case of a Merger Event), Strike Price, Number of Options, Option Entitlement and any other variable relevant to the exercise, settlement or payment for the Transaction, subject to the second paragraph under “Method of Adjustment”; provided, however, that such adjustment shall be made without regard to any adjustment to the Conversion Rate pursuant to any Excluded Provision; provided further that if, with respect to a Merger Event or a Tender Offer, (i) the consideration for the Shares includes (or, at the option of a holder of Shares, may include) shares of an entity or person that is not a corporation or is not organized under the laws of the United States, any State thereof or the District of Columbia or (ii) the Counterparty to the Transaction following such Merger Event or Tender Offer will not be a corporation and/or will either not be the Issuer or not be a wholly-owned subsidiary of Issuer whose obligations hereunder are fully and unconditionally guaranteed by Issuer following such Merger Event, then, in either case, Cancellation and Payment (Calculation Agent Determination) may apply at Dealer’s commercially reasonable election. Nationalization, Insolvency or Delisting: Cancellation and Payment (Calculation Agent Determination); provided that, in addition to the provisions of Section 12.6(a)(iii) of the Equity Definitions, it will also constitute a Delisting if the Exchange is located in the United States and the Shares are not immediately re-listed, re-traded or re-quoted on any of the New York Stock Exchange, The NASDAQ Global Select Market or The NASDAQ Global Market (or their respective successors); if the Shares are immediately re-listed, re-traded or re-quoted on any of the New York Stock Exchange, The NASDAQ Global Select Market or The NASDAQ Global Market (or their respective successors), such exchange or quotation system shall thereafter be deemed to be the Exchange. Additional Disruption Events: Change in Law: Applicable; provided that Section 12.9(a)(ii) of the Equity Definitions is hereby amended by (i) replacing the word “Shares” with the phrase “Hedge Positions” in clause (X) thereof and (ii) inserting the parenthetical “(including, for the avoidance of doubt and without limitation, adoption or promulgation of new regulations authorized or mandated by existing statute)” at the end of clause (A) thereof. Failure to Deliver: Applicable Hedging Disruption: Applicable; provided that:

  • Anti-Dilution Adjustments For all purposes of this Section 3.10, the number of shares of Class A Common Stock and the corresponding number of Common Units shall be determined after giving effect to all anti-dilution or similar adjustments that are applicable, as of the date of exercise or vesting, to the option, warrant, restricted stock or other equity interest that is being exercised or becomes vested under the applicable Stock Option Plan or other Equity Plan and applicable award or grant documentation.

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