Material Errors Sample Clauses

Material Errors. Buyer shall not have discovered any material --------------- error, misstatement or omission in any of the representations or warranties made by the Company in this Agreement, or any certificate, schedule, exhibit, statement, report or other documents delivered or furnished by the Company pursuant to this Agreement; or (ii) failure on the part of the Company to perform or satisfy any covenants or conditions required to be performed or satisfied by it or him under this Agreement. 6.5
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Material Errors. Following the Commencement Date, if either Party identifies any material errors in the scope, content or description of the Services or the Service Charges (including any errors in the associated assumptions or the charging mechanisms), the Parties, acting reasonably and in good faith, shall correct such material errors as soon as reasonably practicable in accordance with the provisions of Clause 22 (Change Management).
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Material Errors. KCC warrants that if during the ninety (90) day period after installation and/or the duration of any extended warranty, County notifies KCC that the Software contains an error that materially and adversely affects County’s law enforcement activities, KCC will at no cost to County use its best efforts to either correct the error or provide a reasonable workaround for such error. KCC does not warrant that the functions contained in the Software will meet County requirements, nor that the operation of the Software will be uninterrupted or error-free. The warranties set forth in this Section do not cover any copy of the Software that has been altered or changed in any way by County or any authorized user. During the warranty period KCC will provide changes to the software mutually agreed upon by the parties for software troubleshooting and program code debugging only. No customization of the COPLINK System products will occur beyond that stated unless otherwise noted in a separate agreement. The warranty does not include any updates to the software that are not the result of errors.
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Material Errors. In the event WIL commits a material error in the performance of Services for a Study, which material error causes the results of such Study to be unusable for Sponsor’s stated purposes set forth in the relevant Protocol, at Sponsor’s election, WIL will either rerun that part of the Study (or, if necessary, the whole Study) on terms mutually acceptable to WIL and Sponsor or (ii) refund to Sponsor the sums paid WIL as of that date on account of the Study. The foregoing shall be the Sponsor’s sole remedy with respect to errors of WIL in the conduct of a Study.
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Material Errors. If Multiple Material Errors occur, FEP shall provide the Manager with written notice of such occurrence, following which the Manager shall have 15 days to cure such errors. In the event all such errors are not cured within such period, FEP may terminate its obligations to pay Selling Commissions at any time thereafter upon 60 days prior written notice to the Manager.
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Material Errors. If Multiple Material Errors occur, LFL shall provide TGSS with written notice of such occurrence, following which TGSS shall have 60 days to cure such errors during which period LFL shall have the right to suspend its obligation to pay Selling Commissions. If such breach continues uncured, at the expiration of such notice period, LFL may give a second written notice to the Fund declaring that the Termination Date has occurred (in which case the Termination Date shall be deemed to have occurred on the date such second notice is given), provided that if such Multiple Material Errors occur only in respect of a New B Share Sub-Fund or New B Share Sub-Funds which are not Substantial Funds (in either case), LFL may only terminate its obligations in respect of such Sub-Fund or Sub-Funds (as the case may be). Where LFL terminates its obligations in respect of a New B Share Sub-Fund or New B Share Sub-Funds which are not Substantial Funds (in either case) then the Fund, TGAL, or TGSS shall either (i) take such actions as LFL may reasonably request so as to preserve the economic return to LFL in respect of such terminated Sub-Fund or Sub-Funds (so that LFL receives a return equal to the return it would have received had such Multiple Material Errors not occurred); or (ii) demonstrate to LFL that it can accurately track the relevant New B Shares of such terminated Sub-Fund. In the event that such errors are cured within the 60 day period, then LFL shall promptly pay all Selling Commissions in respect of the sales of Deferred Sales Charge Shares which occurred during such period.
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Material Errors. Any material error in the calculation or reporting of the closing net asset values, dividends, or capital gain information shall be reported immediately to the Insurer upon discovery. In such event the Insurer shall be entitled to an adjustment to the number of shares purchased or redeemed to reflect the correct closing net asset value per share and the Fund or Distributor shall bear the cost of correcting such errors.
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Material Errors. Purchaser shall not have discovered any material misstatement or omission in any of the exhibits hereto or representations or warranties made herein by Seller or material failure on the part of Seller to perform or satisfy any covenants or conditions required to be performed or satisfied by Seller hereunder.
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Material Errors. WRF’s exclusive remedy under this XXXX for Claims related to WRF software tools is specified in our Terms. In the event of a material bug or error that causes the software tools to fail in their intended purpose, WRF may, in its sole and exclusive discretion, repair or replace such software. In this event, WRF may ask you for specific details regarding the material errors encountered or may request return of the software. You are responsible for any costs and expenses you may incur – such as shipping software to WRF.
Sample 1

Related to Material Errors

  • Correction of Errors Contractor shall perform, at its own cost and expense and without reimbursement from the District, any work necessary to correct errors or omissions which are caused by the Contractor’s failure to comply with the standard of care required herein.

  • Trade Errors The Sub-Advisor will notify the Manager of any Trade Error(s), regardless of materiality, promptly upon the discovery such Trade Error(s) by the Sub-Advisor. Notwithstanding Section 5, the Sub-Advisor shall be liable to the Manager, the Fund or its shareholders for any loss suffered by the Manager or the Fund resulting from Trade Errors due to negligence, misfeasance, or disregard of duties of the Sub Advisor or any of its directors, officers, employees, agents (excluding any broker-dealer selected by the Sub-Advisor), or affiliates. For purposes under this Section 6, “Trade Errors” are defined as errors due to (i) erroneous orders by the Sub-Advisor for the Series that result in the purchase or sale of securities that were not intended to be purchased or sold; (ii) erroneous orders by the Sub-Advisor that result in the purchase or sale of securities for the Series in an unintended amount or price; or (iii) purchases or sales of financial instruments which violate the investment limitations or restrictions disclosed in the Fund’s registration statement and/or imposed by applicable law or regulation (calculated at the Sub-Advisor’s portfolio level), unless otherwise agreed to in writing.

  • Disclosure; No Material Misstatements The certificates, written statements and reports, and other written information, taken as a whole, furnished by or on behalf of the Borrower or any Guarantor to the Administrative Agent and the Lenders in connection with the negotiation of any Loan Document or included therein or delivered pursuant thereto, do not contain any material misstatement of fact or omit to state any material fact necessary to make the statements therein, in the light of the circumstances under which they were or are made, not misleading as of the date such information is dated or certified; provided that (a) to the extent any such certificate, statement, report, or information was based upon or constitutes a forecast or projection, the Borrower represents only that it acted in good faith and utilized reasonable assumptions and due care in the preparation of such certificate, statement, report, or information (it being recognized by the Lenders, however, that projections as to future events are not to be viewed as facts and that results during the period(s) covered by such projections may differ from the projected results and that such differences may be material and that the Borrower makes no representation that such projections will be realized) and (b) as to statements, information and reports supplied by third parties, the Borrower represents only that it is not aware of any material misstatement or omission therein. There are no statements or conclusions in any Reserve Report which are based upon or include material misleading information or fail to take into account known material information regarding the matters reported therein, it being understood that projections concerning volumes attributable to the Oil and Gas Properties of the Borrower and the other Credit Parties and production and cost estimates contained in each Reserve Report are necessarily based upon professional opinions, estimates and projections and that the Borrower and the other Credit Parties do not warrant that such opinions, estimates and projections will ultimately prove to have been accurate.

  • Material Impairment Any event shall occur which shall reasonably cause MLBFS to in good faith believe that the prospect of full payment or performance by the Credit Parties of any of their respective liabilities or obligations under any of the Loan Documents has been materially impaired. The existence of such a material impairment shall be determined in a manner consistent with the intent of Section 1-208 of the UCC.

  • Material Events any other event occurs or circumstance arises which, in the opinion of the Agent (following consultation with the Banks), is likely materially and adversely to affect either (i) the ability of any Security Party to perform all or any of its obligations under or otherwise to comply with the terms of any of the Security Documents or (ii) the security created by any of the Security Documents; or

  • No Undisclosed Material Information The sale of the Offered Securities by such Selling Stockholder pursuant to this Agreement is not prompted by any material information concerning the Company or any of its subsidiaries that is not set forth the General Disclosure Package.

  • Material Disclosures If at any time when a Prospectus is required to be delivered under the Securities Act any event occurs as a result of which, in the opinion of the Company, the Prospectus would include an untrue statement of a material fact or omits to state any material fact necessary to make the statements therein, in light of the circumstances under which they are made, not misleading, the Company will promptly notify the Dealer Manager thereof (unless the information shall have been received from the Dealer Manager) and the Dealer Manager and the Participating Dealers shall suspend the offering and sale of the Offered Shares in accordance with Section 4.13 hereof until such time as the Company, in its sole discretion (a) instructs the Dealer Manager to resume the offering and sale of the Offered Shares and (b) has prepared any required supplemental or amended Prospectus as shall be necessary to correct such statement or omission and to comply with the requirements of the Securities Act.

  • Insignificant Changes No adjustment in the Purchase Price shall be required unless such adjustment would require an increase or decrease of at least 1% in the Purchase Price. Any adjustments which by reason of this Section 11.5 are not required to be made shall be carried forward and taken into account in any subsequent adjustment. All calculations under this Section 11 shall be made to the nearest cent or to the nearest one-hundred thousandth of a Preferred Share or the nearest one-hundredth of a Common Share or other share or security, as the case may be.

  • No Material Misstatements None of the Underwriters shall have discovered and disclosed to the Company on or prior to such Closing Date that the Registration Statement or any amendment or supplement thereto contains an untrue statement of a fact which, in the opinion of counsel for the Underwriters, is material or omits to state any fact which, in the opinion of such counsel, is material and is required to be stated therein or is necessary to make the statements therein not misleading, or that the General Disclosure Package, any Issuer Free Writing Prospectus or the Prospectus or any amendment or supplement thereto contains an untrue statement of fact which, in the opinion of such counsel, is material or omits to state any fact which, in the opinion of such counsel, is material and is necessary in order to make the statements, in the light of the circumstances in which they were made, not misleading.

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