Adjustment for losses Clause Samples

Adjustment for losses. Attributable to Breaches of ARC Representations and Warranties. If, on or prior to the Termination Date (as defined in the Escrow Agreement), it becomes known to the AmDoc Stockholders' Representatives that (i) any of the representations and warranties set forth in Section 4.3(c)(ii) or 4.5 of this Agreement were untrue or incorrect as of the date hereof or as of the Closing Date or (ii) AmDoc's projection as set forth on Section 3.3(c)(ii) of the Disclosure Schedule as to the number of shares of ARC Series A-6 Preferred Stock to Premier Research Worldwide, Ltd. in connection with agreements between AmDoc and Premier Research Worldwide, Ltd. in existence at the Closing Date is more than the number of shares actually issued, the AmDoc Stockholders' Representatives shall notify ARC and the Escrow Agent in writing of the amount of their good faith estimate of the amount of any claim, loss, liability, damage, cost or expense resulting from or incurred in connection with the breach of such representation or warranty or inaccuracy of such projection, less the amount of any benefits actually received (an "AmDoc Claim"), which notice shall include a brief description of the facts upon which such AmDoc Claim is based. ARC shall cooperate fully in responding to questions and requests for information submitted by the AmDoc Stockholders' Representatives and their professional advisers in connection with their determination of an AmDoc Claim, and shall, with reasonable prior notice, provide them with full access to members of the management of ARC who are knowledgeable in the matters under review and to the books and records of AmDoc to the extent related to the determination of the AmDoc Claim. Upon receipt of the notice of the AmDoc Claim, ARC shall have twenty (20) business days in which to review such AmDoc Claim, and if, in its reasonable judgment, it disagrees with the amount of such AmDoc Claim, ARC may propose an adjustment thereto or propose that no amount should be paid on account of such ARC Claim within such twenty (20) business day period. Any proposed adjustment or rejection thereof shall be in writing and shall be submitted to the AmDoc Stockholders' Representatives within such twenty (20) business day period. Unless ARC notifies the AmDoc Stockholders' Representatives within such twenty (20) business day period that it objects to the AmDoc Claim, the AmDoc Claim shall be binding upon ARC and the holders of the AmDoc Shares and shall be deemed finally de...

Adjustment for losses. 43 ARTICLE IX -- MISCELLANEOUS......................................................................................46

Adjustment for losses. For the purposes of the Balancing and Settlement Code (“BSC”), the Nomination Platform will send to the Settlement Administration Agent (as defined in the BSC) a program called BM Unit Metered Volume (“BMUMV”) expressed in kWh at the relevant GB onshore grid connection point in half-hourly points and calculated by this formula: a. for a BM Unit in the direction from Denmark to England: b. for a BM Unit in the direction from England to Denmark:

Adjustment for losses. For the purpose of the Balancing and Settlement Code, the Allocation Platform will send to the SAA (as defined in that Code) a program called BM Unit Metered Volume expressed in kWh at Sellindge in half-hourly points and calculated by this formula: a. for a BM Unit in the direction from France to England: b. for a BM Unit in the direction from England to France: BMUMV = (1+LF) * DMV. For the purpose of the RTE Settlement Arrangements and for an export from France to England, the Allocation Platform will send to RTE (in its capacity as Transmission System Operator) a program called “Programme d'Export à Mandarins” expressed in kWh at Les Mandarins in half-hourly points and calculated by this formula: PEM = (1+LF) * DMV For the purpose of the RTE Settlement Arrangements and for an import from England to France, the Allocation Platform will send to RTE a program called “Programme d'Import à Mandarins” expressed in kWh at Les Mandarins in half-hourly points and calculated by this formula: PIM = (1-LF)*DMV. In the above paragraphs, “DMV” means the Deemed Metered Volume calculated for that Registered Participant for that Settlement Period under section 2 above.