Special assumptions Sample Clauses

Special assumptions. The Target Property comprises the title to the car parking spaces and the right-of- use of the car parking spaces. The title to the car parking spaces can be transferred by way of sale. Therefore, it is assumed that the title to the car parking spaces in the Target Property can be freely transferred without any additional costs.
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Special assumptions. The valuation regards the specific valuation purpose of the Acquisition as its premises of basic assumptions.
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Special assumptions. 1. This assumption assumes that the external economic environment remains unchanged on the Valuation Benchmark Date, and that the country’s current macroeconomic environment does not change significantly; there are no major changes in the socio-economic environment in which the enterprise is located, and the taxes and tax rates implemented. 2. It is assumed that the complete electricity price of the project will be based in accordance with Huaneng Group’s “Shandong Xintai City Coal Mining Subsidence Area National Advanced Technology Photovoltaic Power Generation Demonstration Base 2016 Project – Bidding Documents – C Declaration of Electricity Price” (Evaluation code: PVP-SDXT/SDG-2016-01), Part 17, 26 September 2016 when Huaneng Group submitted to Xintai City People’s Government on the photovoltaic power generation demonstration project to declare the electricity price commitment letter to determine the project after the completion of the bid shall be at the settlement rate of RMB0.83/kWh (including tax), that is, the on-grid electricity price from 2017 to 2036 is RMB0.83/kWh (including tax), and from 2037 to 2042 is RMB0.3949/kWh (including tax), and all prices can be paid and obtained within a reasonable period of time. 3. According to Xxxxxxxxx [2009] No. 80 “Notice of the State Administration of Taxation on the Implementation of Enterprise Income Tax Preferential Issues for Public Infrastructure Projects Supported by the State”, Caishui [2014] No. 55 of the State Administration of Taxation on Preferential Corporate Income Tax Policies for Public Infrastructure Projects “Supplementary Notice to Issues” and “Measures for Dealing with Preferential Policies on Corporate Income Tax” (Announcement No. 23 of 2018), corporate income tax enjoys the preferential policies of “three exemptions and three halves”. The first phase of the Company’s photovoltaic power generation in September 2017, the project achieved the first tranche of the sales income, and enjoyed a three-year exemption period from 2017 to 2019, and from 2020 to 2022 onwards, they will enjoy a 50% reduction in corporate tax (tax rate 12.5%). This assessment hypothesis assumes that enterprises can enjoy relevant preferential income tax policies after the Valuation Benchmark Date. 4. The management of the evaluation target will perform due diligence in the future operating period. It does not take into account future gains and losses that may result from changes in the main business conditions due t...
Sample 1
Special assumptions. The following are special assumptions that are to be taken into account in preparation of the appraisal reports to estimate the fair market value of the Project Site. 1. A current opinion of “Fair Market Value – As If Vacant” will be developed for the value of the land only. This valuation will require that the appraisals be subject to the hypothetical condition that the Project Site is vacant and will require the appraisers to ignore all current on-site improvements. No consideration or value shall be given to any building or other on-site improvements, including paving, fencing, etc., and no deductions or allowances are to be made for costs of demolition of the current improvements. This “Fair Market Value – As If Vacant” valuation is contrary to known facts about the physical characteristics of the Project Site, and is hypothetical in nature.
Sample 1
Special assumptions. 1. The external economic environment remains unchanged and the current national macroeconomic conditions will not change significantly since the Reference Date; 2. The social and economic environment, as well as the implemented policies in relation to tax and tax rates, etc. of the company will not change significantly; 3. The future management of the company is diligent and will maintain the existing management model; 4. The assets composition, structure of principal businesses, the composition of income and cost, sales strategy and cost control of the company in the forecast period will be implemented as planned without significant changes (not taking into account any incomes and losses brought by changes in assets composition, principal businesses and business structure arising from the changes in management, business policy and business environment); 5. The acquisition and utilization methods of the sites for business operation remain in line with those at the Reference Date without changes; 6. In future operating periods, various expenses of the company comply with its original plans, without major changes. Considering that the monetary capitals or bank deposits of the company will change frequently or considerably during the operating periods, the report does not take into account any interest incomes of deposits or any contingent incomes or losses (such as losses or gains on exchanges) when appraising the finance expenses; 7. In future operating periods, under the precondition that the recognition standards and policies for new & high-tech enterprises will not change greatly, and the company will continue to be qualified for new & high-tech enterprise and be entitled to relevant preferential tax policy; 8. The valuation is based on the existing assets as at the Reference Date and the current market price of relevant assets is based on the effective domestic price as at the Reference Date; 9. The basic information and financial information provided by the principal and the valued company is true, accurate and complete; 10. The scope of the valuation is subject to the application form for valuation provided by the principal and the valued company, without taking into account the contingent assets or contingent liabilities, if any, not included in the list provided by the principal and the valued company; 11. The impact of inflation is not taken into account in the selection of the value of the parameters in the valuation. If there is any change in the...
Sample 1
Special assumptions. 1. The macroeconomic policy, industrial policy and development policy of the countries and regions where Shandong Energy Finance Company or Yankuang Finance Company (as the case may be) are located, except for those known to the public, does not change significantly after the Benchmark Date. 2. There is no significant change in tax benchmarks, tax rates, and policy levy charges applicable to Shandong Energy Finance Company or Yankuang Finance Company (as the case may be) after the Benchmark Date, except for those known to the public. 3. The management of Shandong Energy Finance Company or Yankuang Finance Company (as the case may be) fulfil their duties on the Benchmark Date, and will continue to maintain the existing business management model for continuous operation. 4. The accounting policies adopted by Shandong Energy Finance Company or Yankuang Finance Company (as the case may be) and the accounting policies and accounting methods adopted in the preparation of appraisal reports after the Benchmark Date shall be consistent in material aspects. 5. The acquisition and utilization methods of the production and business premises of Shandong Energy Finance Company or Yankuang Finance Company (as the case may be) will be consistent as they were as at the Benchmark Date without any change. 6. The composition of income and cost and business strategy of Shandong Energy Finance Company or Yankuang Finance Company (as the case may be) will continue to operate in the future operating period in accordance with the business plan determined on the Benchmark Date. The profits and losses caused by changes in business types as a result of changes in management, business strategies and business environment in the future are not taken into account. 7. It is assumed that in the future operating period, the various expenses of Shandong Energy Finance Company or Yankuang Finance Company (as the case may be) during the period will continue to be incurred according to the business plan and business needs as at the Benchmark Date. 8. It is assumed that there are no other man-made irresistible factors and unforeseen factors during the forecast period which will cause significant adverse effects Shandong Energy Finance Company or Yankuang Finance Company (as the case may be). 9. It is assumed that the basic information and financial information provided by Shandong Energy Finance Company or Yankuang Finance Company (as the case may be) are true, accurate and complete. 10. The sco...
Sample 1
Special assumptions. 1. This valuation is subject to the specific valuation purposes set out in this Valuation Report; 2. Each of the assets under appraisal is premised on the actual inventory as of the Valuation Reference Date, and the current market value of the relevant assets is based on the effective domestic prices as of the Valuation Reference Date; 3. It is assumed that the process of purchasing, acquiring and constructing the assets subject to appraisal is in compliance with relevant national laws and regulations. 4. The appraisal does not take into account the impact on the Appraised Value of the collateral that may be assumed in the future, the additional price that may be paid by the special counterparty, etc., nor does it take into account the impact on the asset price of changes in the country’s macroeconomic policies and the impact on the asset price in the event of natural forces and other force majeure.
Sample 1
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Special assumptions. None agreed.
Sample 1
Special assumptions. 1. Assuming that the outer economic environment concerning the country’s current macro-economy, financial and industrial policy will not undergo unforeseeable material unfavourable changes after the valuation base date; 2. Electric Control Company acquired high-tech enterprise certificate on 3 December 2019, with valid period of 3 years. Assuming that after the expiration of high-tech enterprise certificate, Electric Control Company can still satisfy the standard of high-tech enterprises and therefore enjoy the income tax rate preference policy in the income period, the preferential tax rate is 15%; 3. Assuming that the social economic environment of Electric Control Company and the policies concerning tax and tax interest do not have material changes, debt policies, interest rate and exchange rate basically remain stable; 4. Assuming that Electric Control Company’s future management perform with due diligence and will continue to operate within the current operation and management model; 5. Assuming that Electric Control Company will persist in its current situation without material changes concerning its major business structure, composition of revenue and cost, as well as the sales strategy and cost control of the business in the future. Without considering the changes in business structure resulted from the changes in the management, operating strategy and business environment; 6. According to the “Trademark License Use Contract” entered into by the Company and Electric Control Company, Electric Control Company was granted to a license by the Company to use its trademark within the scope of the license at nil consideration (the period of license at nil consideration is the period controlled by the Company or included in the scope of the consolidated statement), this assessment assumed that Electric Control Company shall use the trademark of the Company at nil consideration during the profit period; 7. Assuming that the operation business of Electric Control Company is lawful, and there will be no unforeseeable factors that cause it unable to continue as a going concern; 8. Assuming that the business in which Electric Control Company is engaging will not be affected by significant contingent liabilities which will lead to a significant increase in operation costs; 9. The prevailing market value was determined on the premise of continuous use and open market, without taking into account the impact of the possible future mortgages, guarantees, and the pos...
Sample 1

Related to Special assumptions

  • Special Assignments Special assignments shall not be considered breaks in service or affect the privileges and the status of that person with the University. Any special conditions of such special assignments shall be clearly set forth in writing. They shall become binding only after having been signed by the unit member concerned and by the appropriate chancellor, or designee.

  • Payoffs and Assumptions The Seller shall provide to the Purchaser, or its designee, copies of all assumption and payoff statements generated by the Seller on the related Mortgage Loans from the related Cut-off Date to the related Transfer Date.

  • Assignment and Assumption of Contracts (a) Seller hereby sells, assigns, transfers and conveys to Purchaser all of Seller’s right, title and interest in, to and under those service, supply and similar agreements set forth on Exhibit C, attached hereto and made a part hereof (the “Contracts”). (b) Purchaser hereby assumes all of the covenants, agreements, conditions and other terms and provisions stated in the Contracts which, under the terms of the Contracts, are to be performed, observed, and complied with by the property owner from and after the date of this Agreement. Purchaser acknowledges that Purchaser shall become solely responsible and liable under the Contracts for obligations arising or accruing from and after the date hereof, including with respect to any and all payments coming due under the Contracts for which Purchaser has received a credit or payment on the closing statement executed by Purchaser and Seller (the “Credited Payments”). It is specifically agreed between Seller and Purchaser that Seller shall remain liable for the performance of the obligations to be performed by Seller under the Contracts which were required to be performed prior to (but not from and after) the date hereof. (c) Purchaser shall indemnify, hold harmless and defend Seller from and against any and all claims, demands, causes of action, liabilities, losses, costs, damages and expenses (including reasonable attorneys’ fees and expenses and court costs incurred in defending any such claim or in enforcing this indemnity) that may be incurred by Seller by reason of the failure of Purchaser to perform, observe and comply with its obligations under any of the Contracts arising or accruing during the period from and after the date hereof, including without limitation, claims made by any other contract party with respect to the Credited Payments (to the extent paid or assigned to Purchaser or for which Purchaser received a credit or payment at Closing). Seller shall indemnify, hold harmless and defend Purchaser from and against any and all claims, demands, causes of action, liabilities, losses, costs, damages and expenses (including reasonable attorneys’ fees and expenses and court costs incurred in defending any such claim or in enforcing this indemnity) that may be incurred by Purchaser by reason of the failure of Seller to perform, observe and comply with its obligations under any of the Contracts arising or accruing during the period prior to the date hereof, including without limitation, claims made by any other contract party with respect to the Credited Payments, arising before the date hereof (to the extent such Credited Payments were not paid or assigned to Purchaser or for which Purchaser did not receive a credit or payment at Closing).

  • Special Assignment A voluntary, temporary assignment of a bargaining unit employee to duties other than those of his/her position of record that is: a. More than twenty percent (20%) of the bargaining unit employee's scheduled work hours; and for more than thirty (30) calendar days in duration. b. Service on advisory councils/committees are not considered special assignments. Additionally, any deployment of security personnel for security-related duties and functions (e.g., ATLAS, VIPR) is excluded and not considered a special assignment.

  • Acceptance and Assumption Assignee hereby accepts the foregoing assignment and further hereby assumes and agrees to perform, from and after January 1, 2002, all duties, obligations and responsibilities of the property manager arising under the Agreement.

  • Nonassumption If upon the closing of any Acquisition the successor entity does not assume the obligations of this Warrant and Holder has not otherwise exercised this Warrant in full, then the unexercised portion of this Warrant shall be deemed to have been automatically converted pursuant to Section 1.2 and thereafter Holder shall participate in the acquisition on the same terms as other holders of the same class of securities of the Company.

  • Loan Assumption Provided no Event of Default is then continuing, Mortgage Borrower shall have the one time right to sell, assign, convey or transfer (but not mortgage, hypothecate or otherwise encumber or grant a security interest in) legal or equitable title to all (but not fewer than all) of the Properties only if after giving effect to the proposed transaction (i) the Properties will be owned by one or more Single Purpose Entities wholly owned by a Permitted Transferee or a Pre-approved Transferee which shall have executed and delivered to Mezzanine Lender an assumption agreement in form and substance acceptable to Mezzanine Lender. Any such assumption of the Loan shall be conditioned upon, among other things, (i) the delivery of financial information, including, without limitation, audited financial statements, for such purchaser and the direct and indirect owners such purchaser, (ii) the delivery of evidence that the purchaser is a Single Purpose Entity and is not a Disqualified Transferee, (iii) the execution and delivery of all documentation reasonably requested by Mezzanine Lender, (iv) the delivery of Opinions of Counsel requested by Mezzanine Lender, including, without limitation, a Non-Consolidation Opinion with respect to the purchaser and other entities identified by Mezzanine Lender or requested by the Rating Agencies and opinions with respect to the valid formation, due authority and good standing of the purchaser and any additional pledgors and the continued enforceability of the Loan Documents (Mezzanine) and any other matters requested by Mezzanine Lender, (v) the delivery of a mezzanine endorsement to the Title Policy in form and substance acceptable to Mezzanine Lender, insuring the lien of the Security Instrument, as assumed, subject only to the Permitted Encumbrances and (vi) the payment of all of Mezzanine Lender’s reasonable out-of-pocket fees, costs and expenses, including, without limitation, reasonable attorneys’ fees and costs, actually incurred by Mezzanine Lender in connection with such assumption.

  • Assignment and Assumption of Leases Two (2) counterparts of the Assignment and Assumption of Leases, executed, acknowledged and sealed by Purchaser;

  • Transfer of Assets and Assumption of Liabilities (a) On or prior to the Effective Time, but in any case prior to the Distribution, in accordance with the Plan of Reorganization:

  • Definitions and Assumptions For purposes of this Agreement: (i) the terms “excess parachute payment” and “parachute payments” shall have the meanings assigned to them in Section 280G of the Code, and such “parachute payments” shall be valued as provided therein; (ii) present value shall be calculated in accordance with Section 280G(d)(4) of the Code; (iii) the term “Base Period Income” means an amount equal to Executive’s “annualized includible compensation for the base period” as defined in Section 280G(d)(1) of the Code; (iv) “Agreement Benefits” shall mean the payments and benefits to be paid or provided pursuant to this Agreement; (v) for purposes of the opinion of the National Advisor, the value of any noncash benefits or any deferred payment or benefit shall be determined by the Company’s independent auditors in accordance with the principles of Sections 280G(d)(3) and (4) of the Code, which determination shall be evidenced in a certificate of such auditors addressed to the Company and Executive; and (vi) Executive shall be deemed to pay federal income tax and employment taxes at the highest marginal rate of federal income and employment taxation, and state and local income taxes at the highest marginal rate of taxation in the state or locality of Executive’s domicile (determined in both cases in the calendar year in which the Date of Termination occurs or the notice described in Section 4.5(b) above is given, whichever is earlier), net of the maximum reduction in federal income taxes that may be obtained from the deduction of such state and local taxes.

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