Transaction risk Sample Clauses

Transaction risk. According to the terms of the Share Purchase Agreement there are limitations as to which claims can be made against the Vendor and at what point in time these claims can be made. The Targets may also have latent liabilities which do not relate to the Properties. The Targets’ properties were included in the Transaction and some of them have been conducting business for a long period of time which may increase the risk for e.g. environmental liabilities. Losses incurred due to such liabilities may not be possible to claim from the Vendor, and may therefore adversely affect the Group’s financial condition.
AutoNDA by SimpleDocs
Transaction risk. There is a risk associated with time differences between the beginning of a contract and when it settles. Any time differences allow exchange risks to fluctuate and transaction costs to increase.
Transaction risk. The Share Purchase Agreement contains customary limitations as to which claims can be made against the Vendor and at what point in time these claims can be made. In addition, the Target may have hidden liabilities which do not relate to the Property and there is a risk that any potential losses incurred due to such liabilities cannot be possible to claim from the Vendor, and may therefore have a negative effect on the Group's financial condition and the equity returns.
Transaction risk. EliteForm shall not be liable for any transaction entered into by the Customer on information generated through the EliteForm software engine. EliteForm provides the engine and cannot authenticate information generated through its proprietary workflow and software engine. Thus, any future transactions executed by the Customer based on information generated by EliteForm remain the full responsibility of the Customer. EliteForm has no duty to verify whether any information submitted to the Customer is authorized or accurate. EliteForm is not responsible for any loss, corruption or modification of information submitted to or sent by the Customer.
Transaction risk. Elavon will attempt to collect from each Customer the payment-related information necessary for Elavon to process a payment Transaction from the Customer to Company in connection with the Paycentric Xxxx Pay Services. Elavon will not be responsible for incomplete or inaccurate payment information that a Customer may provide in connection with the Paycentric Xxxx Pay Services. Company acknowledges that additional Transaction verification and fraud prevention data elements and processes may be available through a particular Payment Network, including address verification, to reduce Transaction risk, and that Elavon will only be responsible for implementing any such Transaction risk controls that Company specifically requests in writing. The use of such Transaction risk controls does not constitute a guarantee of payment or prevent a Transaction from being disputed or subject to Chargeback. Regardless of any additional Transaction risk mitigation options Company elects, Company will remain responsible for monitoring Customer account activity for suspicious or fraudulent activity.

Related to Transaction risk

  • Transaction (1) The present Settlement Agreement constitutes a transaction in accordance with Articles 2631 and following of the Civil Code of Quebec, and the Parties are hereby renouncing any errors of fact, of law and/or of calculation.

  • Related Transactions 10 3.10 Insurance.............................................................................10 3.11

  • Portfolio Transactions The Manager is authorized to select the brokers or dealers that will execute the purchases and sales of portfolio securities for the Portfolio and is directed to use its best efforts to obtain the best available prices and most favorable executions, except as prescribed herein. It is understood that the Manager will not be deemed to have acted unlawfully, or to have breached a fiduciary duty to the Fund or to the Portfolio, or be in breach of any obligation owing to the Fund or to the Portfolio under this Agreement, or otherwise, solely by reason of its having caused the Portfolio to pay a member of a securities exchange, a broker, or a dealer a commission for effecting a securities transaction for the Portfolio in excess of the amount of commission another member of an exchange, broker, or dealer would have charged if the Manager determines in good faith that the commission paid was reasonable in relation to the brokerage or research services provided by such member, broker, or dealer, viewed in terms of that particular transaction or the Manager’s overall responsibilities with respect to its accounts, including the Fund, as to which it exercises investment discretion. The Manager will promptly communicate to the officers and directors of the Fund such information relating to transactions for the Portfolio as they may reasonably request.

  • Fund Transactions The Advisor is authorized to select the brokers or dealers that will execute the purchases and sales of portfolio securities for the Fund. With respect to brokerage selection, the Advisor shall seek to obtain the best overall execution for fund transactions, which is a combination of price, quality of execution and other factors. The Advisor may, in its discretion, purchase and sell portfolio securities from and to brokers and dealers who provide the Advisor with brokerage, research, analysis, advice and similar services, and the Advisor may pay to these brokers and dealers, in return for such services, a higher commission or spread than may be charged by other brokers and dealers, provided that the Advisor determines in good faith that such commission is reasonable in terms either of that particular transaction or of the overall responsibility of the Advisor to the Fund and its other clients and that the total commission paid by the Fund will be reasonable in relation to the benefits to the Fund and its other clients over the long-term. The Advisor will promptly communicate to the officers and the trustees of the Trust such information relating to portfolio transactions as they may reasonably request.

  • Non-Arm’s Length Transactions To the knowledge of the Company, after due inquiry, except as disclosed in writing to the Underwriters or in the Registration Statement, the Time of Sale Information and the Prospectuses, neither the Company nor any subsidiary is a party to any contract, agreement or understanding with any officer, director, employee or any other person not dealing at arm’s length with the Company or any subsidiary which is required to be disclosed by applicable Canadian Securities Laws.

  • Excluded Transactions The Company shall not be obligated to effect any registration of Registrable Securities under this Section 2.1 incidental to the registration of any of its Securities in connection with: (i) the IPO; (ii) a registration statement filed to cover issuances under employee benefits plans or dividend reinvestment plans; or (iii) any registration statement relating solely to the acquisition or merger after the date hereof by the Company or any of its Subsidiaries of or with any other businesses.

  • Arm’s Length Transactions During the term of this Agreement, all transactions and dealings between the Trust Depositor and its Affiliates will be conducted on an arm’s-length basis.

  • Arm’s Length Transaction The Bank acknowledges and agrees that the Underwriters are acting solely in the capacity of an arm’s length contractual counterparty to the Bank with respect to the offering of Notes contemplated hereby (including in connection with determining the terms of the offering) and not as a financial advisor or a fiduciary to, or an agent of, the Bank or any other person. Additionally, neither the Representative nor any other Underwriter is advising the Bank or any other person as to any legal, tax, investment, accounting or regulatory matters in any jurisdiction. The Bank shall consult with its own advisors concerning such matters and shall be responsible for making their own independent investigation and appraisal of the transactions contemplated hereby, and the Underwriters shall have no responsibility or liability to the Bank with respect thereto. Any review by the Underwriters of the Bank, the transactions contemplated hereby or other matters relating to such transactions will be performed solely for the benefit of the Underwriters and shall not be on behalf of the Bank.

  • CONTINUING CONNECTED TRANSACTIONS NEW LEASE AGREEMENT

  • Transactions at Closing At the Closing, subject to the terms and conditions hereof:

Draft better contracts in just 5 minutes Get the weekly Law Insider newsletter packed with expert videos, webinars, ebooks, and more!