Termination and Results of Termination 24.1. Without prejudice to the Company’s rights under this Agreement to terminate it immediately without prior notice to the Client, each Party may terminate this Agreement by giving at least three (3) Business Days Written Notice to the other Party.
BID TABULATION AND RESULTS Bid tabulations shall be available thirty (30) days after opening on the Orange County website at: xxxx://xxxx.xxxx.xxx/orangebids/bidresults/results.asp or upon notice of intended action, whichever is sooner.
Financial Condition There shall have been no material adverse change, as determined by Bank, in the financial condition or business of Borrower, nor any material decline, as determined by Bank, in the market value of any collateral required hereunder or a substantial or material portion of the assets of Borrower.
SIGNIFICANT ACCOUNTING POLICIES The interim financial statements are prepared by using the same accounting policies and methods of computation as were used for the financial statements for the year ended December 31, 2019, except the changes in accounting policies as follows.
Justification and Anticipated Results The Privacy Act requires that each matching agreement specify the justification for the program and the anticipated results, including a specific estimate of any savings. 5 U.S.C. § 552a(o)(1)(B).
Expected Results VA’s agreement with DoD to provide educational assistance is a statutory requirement of Chapter 1606, Title 10, U.S.C., Chapter 1607, Title 10, U.S.C., Chapter 30, Title 38, U.S.C. and Chapter 33, Title 38, U.S.C (Post-9/11 GI Xxxx). These laws require VA to make payments to eligible veterans, service members, guard, reservist, and family members under the transfer of entitlement provisions. The responsibility of determining basic eligibility for Chapter 1606 is placed on the DoD. The responsibility of determining basic eligibility for Chapter 30 and Chapter 33 is placed on VA, while the responsibility of providing initial eligibility data for Chapter 30 and Chapter 33 is placed on DoD. Thus, the two agencies must exchange data to ensure that VA makes payments only to those who are eligible for a program. Without an exchange of enrollment and eligibility data, VA would not be able to establish or verify applicant and recipient eligibility for the programs. Subject to the due process requirements, set forth in Article VII.B.1., 38 U.S.C. §3684A, VA may suspend, terminate, or make a final denial of any financial assistance on the basis of data produced by a computer matching program with DoD. To minimize administrative costs of implementation of the law and to maximize the service to the veteran or service member, a system of data exchanges and subsequent computer matching programs was developed. The purposes of the computer matching programs are to minimize the costs of administering the Xxxxxxxxxx GI Xxxx — Active Duty, the Xxxxxxxxxx GI Xxxx — Selected Reserve, Reserve Educational Assistance Program, and the Post-9/11 GI Xxxx program; facilitate accurate payment to eligible veterans or service members training under the Chapter of the Xxxxxxxxxx GI Xxxx — Active Duty, the Xxxxxxxxxx GI Xxxx — Selected Reserve, Reserve Educational Assistance Program, and the Post-9/11 GI Xxxx program; and to avoid payment to those who lose eligibility. The current automated systems, both at VA and DoD, have been developed over the last twenty-two years. The systems were specifically designed to utilize computer matching in transferring enrollment and eligibility data to facilitate accurate payments and avoid incorrect payments. The source agency, DMDC, stores eligibility data on its computer based system of record. The cost of providing this data to VA electronically are minimal when compared to the cost DMDC would incur if the data were forwarded to VA in a hard-copy manner. By comparing records electronically, VA avoids the personnel costs of inputting data manually as well as the storage costs of the DMDC documents. This results in a VA estimated annual savings of $26,724,091 to VA in mailing and data entry costs. DoD reported an estimated annual savings of $12,350,000. A cost-benefit analysis is at Attachment 1. In the 32 years since the inception of the Chapter 30 program, the cost savings of using computer matching to administer the benefit payments for these educational assistance programs have remained significant. The implementation of Chapter 33 has impacted the Chapter 30 program over the past 8 years (fiscal year 2010 through fiscal year 2017). Statistics show a decrease of 23 percent in the number of persons who ultimately use Chapter 30 from fiscal year 2015 to 2016. The number of persons who use Chapter 33 has consistently been above 700,000 in the past four years. VA foresees continued cost savings due to the number of persons eligible for the education programs.
Financial Conditions Section 4.01. (a) The Recipient shall maintain or cause to be maintained a financial management system, including records and accounts, and prepare financial statements in a format acceptable to the Bank, adequate to reflect the operations, resources and expenditures in respect of the Project and each Sub-project (including its cost and the benefits to be derived from it).
DATA COLLECTION AND ANALYSIS The goal of this task is to collect operational data from the project, to analyze that data for economic and environmental impacts, and to include the data and analysis in the Final Report. Formulas will be provided for calculations. A Final Report data collection template will be provided by the Energy Commission. The Recipient shall: • Develop data collection test plan. • Troubleshoot any issues identified. • Collect data, information, and analysis and develop a Final Report which includes: o Total gross project costs. o Length of time from award of bus(es) to project completion. o Fuel usage before and after the project.
RISK FACTORS You should carefully consider the risks and uncertainties described below and in our reports filed with the SEC under Sections 13(a), 13(c), 14 or 15(d) of the Securities Exchange Act of 1934, as amended, before exchanging Outstanding Notes for the New Notes. In particular, we refer you to the disclosure regarding certain risk factors applicable to us and our business in our Annual Report on Form 10-K for the year ended December 31, 2011 and our Quarterly Reports on Form 10-Q filed after that date. Risks related to the Exchange If an active trading market for the New Notes does not develop, then the market price of the New Notes may decline or you may not be able to sell your New Notes. We do not intend to list the New Notes on any securities exchange. If the New Notes are traded, they may trade at a discount, depending on prevailing interest rates, the market for similar securities, the price of our common stock, the performance of our business and other factors. We do not know whether an active trading market will develop for the New Notes. To the extent that an active trading market does not develop, you may not be able to resell the New Notes or may only be able to sell them at a substantial discount. The consummation of the Exchange may be delayed or may not occur. Consummation of the Exchange will be subject to the satisfaction of certain conditions, including, among others, that the Indenture is qualified under the Trust Indenture Act and that the New Notes will be fungible with the December 2011 Series B Notes for U.S. federal income tax purposes as of the closing date of the Exchange. Even if an exchange agreement is executed, the closing of the Exchange may be delayed for a significant period of time. Accordingly, you may have to wait longer than expected to receive New Notes in the Exchange, during which time you will not be able to effect transfers of your Outstanding Notes subject to the exchange agreement. In addition, if the Company concludes that any of the conditions to consummation of the Exchange will not be satisfied, it may terminate the exchange agreement by giving notice to you of such termination. Upon termination of the exchange agreement, any Old Notes that you have previously delivered for exchange will be returned to you and we will not be required to make any payment of any amount under the exchange agreement. The consideration to be received in the Exchange Offer does not reflect any fairness valuation. Our board of directors has made no determination that the consideration to be received in the Exchange represents a fair valuation of either the Outstanding Notes or the New Notes. We have not obtained a fairness opinion from any financial advisor about the fairness to us or to you of the consideration to be received by holders of Outstanding Notes. Any obligations we have that mature prior to December 15, 2016 will be paid before the optional redemption date of the New Notes. We have outstanding indebtedness, and may incur additional indebtedness from time to time, that is or may become due prior to the optional redemption date of the New Notes. In particular, the holders of the Outstanding Notes can require us to repurchase their notes on December 15, 2013, and the holders of other series of our convertible senior subordinated notes can require us to repurchase their notes on multiple dates prior to the optional redemption date of the New Notes. The Outstanding Notes and other series of our convertible senior subordinated notes will be convertible at the option of the holder prior to the time the New Notes become convertible. Except in limited cases, the New Notes are not convertible prior to June 15, 2016. The Outstanding Notes and other series of our convertible senior subordinated notes (other than the December 2011 Series B Notes) have or will become convertible prior to that date. The adjustment to the conversion rate for notes converted in connection with certain fundamental changes may not adequately compensate you for any lost value of your notes as a result of such transaction. If certain fundamental changes occur prior to December 15, 2016, we will increase the conversion rate by a number of additional shares of our common stock for notes converted in connection with such fundamental change. The increase in the conversion rate will be determined based on the date on which the fundamental change becomes effective and the price paid per share of our common stock in such transaction. The adjustment to the conversion rate for notes converted in connection with a fundamental change may not adequately compensate you for any lost value of your notes as a result of such transaction. In addition, if the price of our common stock in the transaction is greater than $50.00 per share or less than $8.04 per share (in each case, subject to adjustment), no adjustment will be made to the conversion rate. Moreover, in no event will the total number of shares of common stock issuable upon conversion exceed 124.3781 per $1,000 principal amount of notes, subject to adjustment. The enforceability of our obligation to deliver the additional shares upon a fundamental change could be subject to general principles of reasonableness of economic remedies. CERTAIN U.S. FEDERAL INCOME TAX CONSIDERATIONS This summary does not address all of the U.S. federal income tax consequences that may be relevant to holders, nor does it address specific tax consequences that may be relevant to particular holders that are subject to special tax rules (including, for example, banks or financial institutions, broker-dealers, insurance companies, regulated investment companies, tax-exempt entities, common trust funds, dealers in securities or currencies, traders who elect to xxxx to market their securities, pass-through entities (and investors in such entities), “controlled foreign corporations,” “passive foreign investment companies,” U.S. expatriates, U.S. holders that have a functional currency other than the U.S. dollar, individuals who are present in the United States for more than 183 days in the taxable year of the Exchange, persons subject to the alternative minimum tax and persons in special situations, such as those who hold Outstanding Notes or New Notes as part of a straddle, hedge, conversion transaction or other integrated investment).
Financial Data The Contractor shall submit evidence satisfactory to the Design Professional that all payrolls, material bills, and other indebtedness connected with the work have been paid.
