Failures. The execution and implementation of this Agreement by the Buyer and the execution of its obligations as per this Agreement do not represent a violation or disruption, nor are they in conflict with, or make omission by any law, rule or regulation of any government authority or court, i.e. the provisions or regulations on partnership, or the Statute of the Buyer, i.e. any agreement, license, or any other act, written or oral, with the Buyer being one of the parties involved.
Failures. Drug Substance not meeting the specifications established in the MPR will be handled as a failure and documented as such based on CBSB’s standard operating procedures. Actions taken to investigate the failure and to justify the CBSB’s Quality Review and Approval of the Batch of Drug Substance must be fully documented. The ICAR will be approved by both CBSB and Tercica as stated below. The approved ICAR will become part of the Batch Record for that specific Batch of Drug Substance. Any resulting corrective and preventative actions shall be followed through timely closure. Approval by the appropriate QA functions will be solicited and may be obtained via facsimile copy. Failure
Failures. If (i) a Registration Statement covering all the Registrable Securities required to be covered thereby and required to be filed by the Company pursuant to this Agreement is not declared effective by the SEC on or before the Required Effective Date (an “Effectiveness Failure”) or (ii) at any time after such Registration Statement has been declared effective by the SEC, sales of the Registrable Securities thereunder during the Registration Period cannot be made due to a failure by the Company to comply with its periodic reporting obligations under the Securities Exchange Act of 1934, as amended (a “Maintenance Failure”), then, as partial relief for the damages to an Investor by reason of any such delay in its ability to sell the Registrable Securities, the Company will for each 30 calendar day period (or portion thereof, if less than 30 days) during which an Effectiveness Failure or Maintenance Failure exists and until such event is cured, at its discretion select and take one of the following actions: (i) issue to each Investor that number of shares of Common Stock equal to .0025% of the Offered Shares sold by the Company to Investor under the Purchase Agreement; or (ii) pay to each Investor in cash .0025% of the purchase price paid by that Investor to the Company for the Offered Securities purchased by the Investor under the Purchase Agreement. Issuance of securities or payment of cash under this Section 2.3 shall be made within five business days of the end of each 30 calendar period or portion thereof, as the case may be.
Failures. The failure rate will be considered too high if it exceeds any of the following: (a) ****% of the units in a single shipment fail the acceptance tests; (b) ****% (cumulative) delivered within a 12 month period fail the acceptance tests; or (c) ****% of the units delivered to customers and in warranty do not function in full compliance with the specifications. Malfunctions falling under the limitations in section 5.8 shall not be counted as failures. If the failure rate is too high Micronet shall use its best efforts to make required engineering or production changes as promptly as possible to prevent the continued occurrence of such failures. Teletrac may require a total recall of Terminals if such step is appropriate. Micronet shall [****Omitted and Filed Separately With the Commission Pursuant to a Request for Confidential Treatment.] not be liable for consequential damages or lost profits or loss of business opportunity by a third party customer.
Failures. If the Trustee has not entered an SDFS deliver order with respect to a Book-Entry Note pursuant to Settlement Procedure F (which may be evidenced by facsimile transmission), the Trustee, at the Company's direction, shall deliver to DTC, through DTC's Participant Terminal System, as soon as practicable, but no later than 2:00 p.m. on any business day, a withdrawal message instructing DTC to debit such Book-Entry Note to the participant account of the Trustee maintained at DTC. DTC will process the withdrawal message, provided that such participant account contains a principal amount of the Global Note representing such Book-Entry Note that is at least equal to the principal amount of such Book-Entry Note to be debited. If withdrawal messages are processed with respect to all the Book-Entry Notes issued or to be issued represented by a Global Note, the Trustee will void such Global Note, make appropriate entries in its records and, unless otherwise directed by the Company, destroy the Certificate. The CUSIP number assigned to such Global Note shall, in accordance with CUSIP Service Bureau procedures, be cancelled and not immediately reassigned. If withdrawal messages are processed with respect to a portion of the Book-Entry Notes represented by a Global Note, the Trustee will exchange such Global Note for two Global Notes, one of which shall represent such Book-Entry Notes (which shall be cancelled immediately after issuance), and the other of which shall represent the remaining Book-Entry Notes previously represented by the surrendered Global Note and shall bear the CUSIP number of the surrendered Global Note. If the purchase price for any Book-Entry Note is not timely paid to the Participants with respect to such Note by the beneficial purchaser (other than a Purchasing Agent) thereof (or a person, including an indirect participant in DTC, acting on behalf of such purchaser), such Participants and, in turn, the related Agent may enter SDFS deliver orders through DTC's Participant Terminal System debiting such Note free to such Agent's Participant Account and crediting such Note free to the Participant Account of the Trustee and shall notify the Trustee and the Company thereof. Thereafter, the Trustee, (i) will immediately notify the Company, once the Trustee has confirmed that such Note has been credited to its Participant Account, and the Company shall transfer by Fedwire (immediately available funds) to such Agent an amount equal to the price of such Not...
Failures. The Remarketing Agent will not be liable to the Issuer, the Trustee, the Tender Agent or the Bank on account of the failure of any person to whom the Remarketing Agent has sold a Bond to pay for such Bond or to deliver any document in respect of the sale. It is understood and agreed that the Remarketing Agent shall not be obligated to advance its own funds to purchase, or to effect the purchase of, any Bonds.
Failures. 6.1. All assistance is provided to learners in the form of attention in class (small class environment) as well as extra lessons (when requested). If however this has not been utilised correctly and the learner continues in failing to apply themselves and fails (according to the department of education’s regulations) more than two terms per annum it is expected that the parent provides external tuition at their own cost to ensure the learner stays abreast of the curriculum content.