The Exemptions Sample Clauses

The Exemptions. Committee may, after considering the application in terms of the provisions and the criteria contained in this clause, grant, partially grant, or reject such application for exemption, and may impose any conditions on the granting or partial granting of any application it deems fit under the circumstances. If the applicant is not prepared to accept a partial granting of the application or any conditions imposed by the Exemptions Committee, the application shall be deemed to have been refused.
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The Exemptions. As long as a Reseller does not otherwise violate these Pricing Policies, such Reseller (a) offering or selling to a customer one or more of the MRP Products below its or their respective MRP(s) or (b) offering to a potential or actual customer one or more of the MAP Products below its or their respective MAP(s) is exempt from these Pricing Policies and will not violate either or both of them, if such offering is consistent with an exemption described in these Pricing Policies (collectively, the “Exemptions”). The Exemptions are as follows:  with respect to any or all of the MAP Products only: (i) e-mail sent or live telephone communication in direct response to a specific customer inquiry for Price Information or (ii) in-store materials at a brick-and- mortar location that simply state the retail price(s) at which one or more of the MAP Products may be purchased, including, without limitation, point-of-sale signs, price stickers and hangtags;  bona fide advertising and promotional materials (including without limitation printed catalogs) that cannot reasonably be modified prior to the Replacement Effective Date or the effective date of a change in the MRP(s), the MAP(s), the MRP Products, the MAP Products or these Pricing Policies until such time that it is reasonable to revise such materials (as determined by Navico) to be consistent with these Pricing Policies;  the offer or sale of any or all of the MRP Products or the offer of any or all of the MAP Products based on a bona fide proposal or quotation given prior to (i) December 1, 2014 (the “Pricing Policies Announcement Date”) or (ii) the effective date of a change in the MRP(s), the MAP(s), the MRP Products, the MAP Products or these Pricing Policies which makes such proposal, quotation or sale non-compliant with these Pricing Policies (as long as, if the Previous Policy or these Pricing Policies were in place at the time such proposal, quotation or sale was given or made, it complied with the Previous Policy or these Pricing Policies), provided that, in either case, (i) such proposal or quotation is effective for no longer than thirty (30) days after the Pricing Policies Announcement Date or ten (10) days after the effective date of such change and (ii) each of the MRP Products and the MAP Products subject to such accepted proposal or quotation will be delivered to such customer no later than thirty (30) days after such acceptance;  the offer under one or more special programs (if any) designated...

Related to The Exemptions

  • Securities Law Exemptions Assuming the accuracy of the representations and warranties of the Initial Purchasers contained in Section 1(b) (including Annex C hereto) and their compliance with their agreements set forth therein, it is not necessary, in connection with the issuance and sale of the Securities to the Initial Purchasers and the offer, resale and delivery of the Securities by the Initial Purchasers in the manner contemplated by this Agreement, the Time of Sale Information and the Offering Memorandum, to register the Securities under the Securities Act or to qualify the Indenture under the Trust Indenture Act.

  • Securities Exemptions The offer and sale of the Purchased Securities to the Purchasers pursuant to this Agreement shall be exempt from the registration requirements of the Securities Act and the registration and/or qualification requirements of all applicable state securities laws.

  • FINRA Exemption To enable Xxxxx to rely on Rule 5110(b)(7)(C)(i) of FINRA, the Company represents that the Company (i) has a non-affiliate, public common equity float of at least $150 million or a non-affiliate, public common equity float of at least $100 million and annual trading volume of at least three million shares and (ii) has been subject to the Exchange Act reporting requirements for a period of at least 36 months.

  • ERISA Exemptions The Parent and the Borrower shall not, and shall not permit any Subsidiary to, permit any of its respective assets to become or be deemed to be “plan assets” within the meaning of ERISA, the Internal Revenue Code and the respective regulations promulgated thereunder.

  • Religious Exemption Any employee of the City in a classification identified in Article I.A., who is a member of a bona fide religion, body or sect which has historically held conscientious objections to joining or financially supporting a public employee organization and is recognized by the National Labor Relations Board to hold such objections to Association membership, shall upon presentation of membership and historical objection be relieved of any obligation to pay the required service fee. The Association shall be informed in writing of any such requests.

  • Offering Exemption Assuming the truth and accuracy of the representations and warranties contained in Section 7, this issuance and delivery to the Holder of this Note is exempt from registration under the Securities Act of 1933, as amended (the “Securities Act”), and will be registered or qualified (or exempt from registration or qualification) under applicable state securities and “blue sky” laws, as currently in effect.

  • Tax Exemptions Ontario Universities and College Residences are tax-exempt and Residents are not charged taxes on Residence fees. As such, the Resident may claim only $25 as the occupancy cost for the part of the year lived in Residence. If filing either a paper or an electronic income tax return, the Resident does not need to include receipts with the tax return. For that reason, Humber Residences does not provide tax receipts.

  • Section 16(b) Exemption The Company shall take all actions reasonably necessary to cause the transactions contemplated by this Agreement and any other dispositions of equity securities of the Company (including derivative securities) in connection with the transactions contemplated by this Agreement by each individual who is a director or executive officer of the Company to be exempt under Rule 16b-3 promulgated under the Exchange Act.

  • Securities Act Exemption Neither the Holder nor anyone acting on behalf of the Holder has received any commission or remuneration directly or indirectly in connection with or in order to solicit or facilitate the Exchange. The Holder understands that the Exchange contemplated hereby is intended to be exempt from registration by virtue of Section 3(a)(9) of the Securities Act. The Holder understands that the Company is relying upon the truth and accuracy of the representations, warranties, agreements, acknowledgments and understandings of the Holder set forth herein for purposes of qualifying for the exemption under Section 3(a)(9) of the Securities Act as well as qualifying for exemptions under applicable state securities laws.

  • Tax Exemptions and Exemption Certificates If Applicable Law clearly exempts a purchase hereunder from a Tax, and if such Applicable Law also provides an exemption procedure, such as an exemption-certificate requirement, then, if the Purchasing Party complies with such procedure, the Providing Party shall not collect such Tax during the effective period of such exemption. Such exemption shall be effective upon receipt of the exemption certificate or affidavit in accordance with the terms set forth in Section 41.6. If Applicable Law clearly exempts a purchase hereunder from a Tax, but does not also provide an exemption procedure, then the Providing Party shall not collect such Tax if the Purchasing Party (a) furnishes the Providing Party with a letter signed by an officer requesting such an exemption and citing the provision in the Applicable Law which clearly allows such exemption and (b) supplies the Providing Party with an indemnification agreement, reasonably acceptable to the Providing Party (e.g., an agreement commonly used in the industry), which holds the Providing Party harmless on an after-tax basis with respect to its forbearing to collect such Tax.

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