Other Understandings. All discussions, understandings, and agreements heretofore made between any of the parties hereto with respect to the subject matter hereof are merged in this Agreement, which alone fully and completely expresses the agreement of the parties hereto.
Other Understandings. All discussions, understandings, and agreements theretofore made between any of the parties hereto with respect to the subject matter hereof are merged in this Agreement, which alone fully and completely expresses the Agreement of the parties hereto. All calculations of the Monitoring Fee and Reimbursable Expenses shall be made by HMCo and, in the absence of mathematical error, shall be final and conclusive.
Other Understandings. Sec. 3301
Other Understandings. All discussions, understandings, and agreements heretofore made between any of the parties hereto with respect to the subject matter hereof are merged in this Agreement, which alone fully and completely expresses the agreement of the parties hereto. All calculations of the Reimbursable Expenses shall be made by WIC and, in the absence of mathematical error, shall be final and conclusive. * * *
Other Understandings. All discussions, understandings and agreements heretofore made between any of the parties hereto with respect to the subject matter hereof are merged in this Agreement, which alone fully and completely expresses the Agreement of the parties hereto. All calculations of financial advisory fees and Reimbursable Expenses shall be made by Shansby Partners and, in the absence of mathematical error, shall be final and conclusive.
Other Understandings. All discussions, understandings, and agreements theretofore made between any of the parties hereto with respect to the subject matter hereof are merged in this Agreement, which alone fully and completely expresses the agreement of the parties hereto. All calculations of the Management Advisory Fee and Reimbursable Expenses shall be made by TPG and, in the absence of manifest error, shall be final and conclusive. The Company expressly acknowledges that TPG has been retained solely as an advisor to the Company, and not as an advisor to or agent of any other person, and that the Company's engagement of TPG is not intended to confer any rights upon any person not a party hereto, including shareholders, employees or creditors of the Company, as against TPG, TPG's affiliates or partners or any of their respective directors, officers, agents and employees.
Other Understandings. All discussions, understandings, and agreements heretofore made between any of the parties hereto with respect to the subject matter hereof are merged in this Agreement, which alone fully and completely expresses the Agreement of the parties hereto. All calculations of the Monitoring Fee and Reimbursable Expenses shall be made by HMCo and, in the absence of mathematical error, shall be final and conclusive. All references to "$" or dollar amounts will be to lawful currency of the United States of America. All fees, expenses and other amounts payable to HMCo hereunder shall be (a) payable in U.S. dollars and if such amounts were originally expressed in any other currency, then unless otherwise provided herein such amounts shall be converted to U.S. dollars at the official exchange rate published by the government of such country to which such currency relates on the date of payment or, if such government does not have a published exchange rate on the date of payment, the applicable New York foreign exchange selling rate as published in The Wall Street Journal on the date of payment or, if not published on the date of payment, on the most recent previously published rate, (b) grossed-up to cover any withholding, value-added or other similar taxes, and (c) paid by wire transfer of immediately available funds to the account described on Exhibit A hereto (or such other account as HMCo may hereafter designate in writing).
Other Understandings. The Company acknowledges and agrees that the representations contained in Section 3.2 shall not modify, amend or affect such Purchaser’s right to rely on the Company’s representations and warranties contained in this Agreement or any representations and warranties contained in any other Transaction Document or any other document or instrument executed and/or delivered in connection with this Agreement or the consummation of the transaction contemplated hereby.
Other Understandings. For the avoidance of doubt, nothing herein shall affect any rights that you may have to (i) insurance coverage (if any) under any directors' and officers' liability insurance policy of the Employer to the extent such coverage relates to claims by a third party arising from actions taken or alleged to be taken by you within the scope of your employment with the Employer prior to the Termination Date, or (ii) indemnification pursuant to (and subject to the terms and conditions of) Article VI of the Amended and Restated By-Laws of the Employer.
Other Understandings. 12.1 The Parties recognize that this HOA does not address all of the matters that must be dealt with or all of the terms and conditions needed to finalize project-enabling contracts among the Parties concerning a potential project. The Parties intend to work together and use commercially reasonable efforts to reach agreement on additional terms and conditions acceptable to all of the Parties.
