Not exact matches
Important factors that could cause actual results to differ materially from those reflected
in such forward - looking statements and that should be considered
in evaluating our outlook include, but are not limited to, the following: 1) our ability to continue to grow our business and execute our growth strategy, including the timing, execution, and profitability of new and maturing programs; 2) our ability to perform our obligations under our new and maturing commercial, business aircraft, and military development programs, and the related recurring production; 3) our ability to accurately estimate and manage performance, cost, and revenue under our contracts, including our ability to achieve certain cost reductions with respect to the B787 program; 4) margin pressures and the potential for additional forward losses on new and maturing programs; 5) our ability to accommodate, and the cost of accommodating, announced increases
in the build rates of certain aircraft; 6) the
effect on aircraft demand and build rates of changing customer preferences for business aircraft, including the
effect of global economic conditions on the business aircraft market and expanding conflicts or political unrest
in the Middle East or Asia; 7) customer cancellations or deferrals as a result of global economic uncertainty or otherwise; 8) the
effect of economic conditions
in the industries and markets
in which we operate
in the U.S. and globally and any changes therein, including fluctuations
in foreign currency exchange rates; 9) the success and timely execution of key milestones such as the receipt of necessary regulatory approvals, including our ability to obtain
in a timely fashion any required regulatory or other third party approvals for the consummation of our announced acquisition of Asco, and customer adherence to their announced schedules; 10) our ability to successfully negotiate, or re-negotiate, future pricing under our supply agreements with Boeing and our other customers; 11) our ability to enter into profitable supply arrangements with additional customers; 12) the ability of all parties to satisfy their performance requirements under existing supply contracts with our two major customers, Boeing and Airbus, and other customers, and the risk of nonpayment by such customers; 13) any adverse impact on Boeing's and Airbus» production of aircraft resulting from cancellations, deferrals, or reduced orders by their customers or from labor disputes, domestic or international hostilities, or acts of terrorism; 14) any adverse impact on the demand for air travel or our operations from the outbreak of diseases or epidemic or pandemic outbreaks; 15) our ability to avoid or recover from cyber-based or other security attacks, information technology failures, or other disruptions; 16) returns on pension plan assets and the impact of future discount rate changes on pension obligations; 17) our ability to borrow additional funds or refinance debt, including our ability to obtain the debt to finance the purchase price for our announced acquisition of Asco on favorable terms or at all; 18) competition from commercial aerospace original equipment manufacturers and other aerostructures suppliers; 19) the
effect of governmental laws, such as U.S. export control laws and U.S. and foreign anti-bribery laws such as the Foreign Corrupt Practices Act and the United Kingdom Bribery Act, and environmental laws and agency regulations, both
in the U.S. and abroad; 20) the
effect of changes
in tax law, such as the
effect of The Tax Cuts and Jobs Act (the «TCJA») that was enacted on December 22, 2017, and changes to the interpretations of or guidance related thereto, and the Company's ability to accurately calculate and estimate the
effect of such changes; 21) any reduction
in our credit ratings; 22) our dependence on our suppliers, as well as the cost and availability of raw materials and purchased components; 23) our ability to recruit and retain a critical mass of highly - skilled employees and our relationships with the unions representing many of our employees; 24) spending by the U.S. and other governments on defense; 25) the possibility that our cash flows and our credit facility may not be adequate for our additional capital needs or for payment of interest on, and principal of, our indebtedness; 26) our exposure under our revolving credit facility to higher interest payments should interest rates increase substantially; 27) the effectiveness of any interest rate hedging programs; 28) the effectiveness of our internal control over financial reporting; 29) the outcome or impact of ongoing or future litigation, claims, and regulatory actions; 30) exposure to potential product
liability and warranty claims; 31) our ability to effectively assess, manage and integrate acquisitions that we pursue, including our ability to successfully integrate the Asco business and generate synergies and other cost savings; 32) our ability to consummate our announced acquisition of Asco
in a timely matter while avoiding any unexpected costs, charges, expenses, adverse changes to business relationships and other business disruptions for ourselves and Asco as a result of the acquisition; 33) our ability to continue selling certain receivables through our supplier financing program; 34) the risks of doing business internationally, including fluctuations
in foreign current exchange rates, impositions of tariffs or embargoes, compliance with foreign laws, and domestic and foreign government
policies; and 35) our ability to complete the proposed accelerated stock repurchase plan, among other things.
Such risks, uncertainties and other factors include, without limitation: (1) the
effect of economic conditions
in the industries and markets
in which United Technologies and Rockwell Collins operate
in the U.S. and globally and any changes therein, including financial market conditions, fluctuations
in commodity prices, interest rates and foreign currency exchange rates, levels of end market demand
in construction and
in both the commercial and defense segments of the aerospace industry, levels of air travel, financial condition of commercial airlines, the impact of weather conditions and natural disasters and the financial condition of our customers and suppliers; (2) challenges
in the development, production, delivery, support, performance and realization of the anticipated benefits of advanced technologies and new products and services; (3) the scope, nature, impact or timing of acquisition and divestiture or restructuring activity, including the pending acquisition of Rockwell Collins, including among other things integration of acquired businesses into United Technologies» existing businesses and realization of synergies and opportunities for growth and innovation; (4) future timing and levels of indebtedness, including indebtedness expected to be incurred by United Technologies
in connection with the pending Rockwell Collins acquisition, and capital spending and research and development spending, including
in connection with the pending Rockwell Collins acquisition; (5) future availability of credit and factors that may affect such availability, including credit market conditions and our capital structure; (6) the timing and scope of future repurchases of United Technologies» common stock, which may be suspended at any time due to various factors, including market conditions and the level of other investing activities and uses of cash, including
in connection with the proposed acquisition of Rockwell; (7) delays and disruption
in delivery of materials and services from suppliers; (8) company and customer - directed cost reduction efforts and restructuring costs and savings and other consequences thereof; (9) new business and investment opportunities; (10) our ability to realize the intended benefits of organizational changes; (11) the anticipated benefits of diversification and balance of operations across product lines, regions and industries; (12) the outcome of legal proceedings, investigations and other contingencies; (13) pension plan assumptions and future contributions; (14) the impact of the negotiation of collective bargaining agreements and labor disputes; (15) the
effect of changes
in political conditions
in the U.S. and other countries
in which United Technologies and Rockwell Collins operate, including the
effect of changes
in U.S. trade
policies or the U.K.'s pending withdrawal from the EU, on general market conditions, global trade
policies and currency exchange rates
in the near term and beyond; (16) the
effect of changes
in tax (including U.S. tax reform enacted on December 22, 2017, which is commonly referred to as the Tax Cuts and Jobs Act of 2017), environmental, regulatory (including among other things import / export) and other laws and regulations
in the U.S. and other countries
in which United Technologies and Rockwell Collins operate; (17) the ability of United Technologies and Rockwell Collins to receive the required regulatory approvals (and the risk that such approvals may result
in the imposition of conditions that could adversely affect the combined company or the expected benefits of the merger) and to satisfy the other conditions to the closing of the pending acquisition on a timely basis or at all; (18) the occurrence of events that may give rise to a right of one or both of United Technologies or Rockwell Collins to terminate the merger agreement, including
in circumstances that might require Rockwell Collins to pay a termination fee of $ 695 million to United Technologies or $ 50 million of expense reimbursement; (19) negative
effects of the announcement or the completion of the merger on the market price of United Technologies» and / or Rockwell Collins» common stock and / or on their respective financial performance; (20) risks related to Rockwell Collins and United Technologies being restricted
in their operation of their businesses while the merger agreement is
in effect; (21) risks relating to the value of the United Technologies» shares to be issued
in connection with the pending Rockwell acquisition, significant merger costs and / or unknown
liabilities; (22) risks associated with third party contracts containing consent and / or other provisions that may be triggered by the Rockwell merger agreement; (23) risks associated with merger - related litigation or appraisal proceedings; and (24) the ability of United Technologies and Rockwell Collins, or the combined company, to retain and hire key personnel.
(a) Schedule 2.7 (a) of the Disclosure Schedule contains a list setting forth each employee benefit plan, program,
policy or arrangement (including any «employee benefit plan» as defined
in Section 3 (3) of the Employee Retirement Income Security Act of 1974, as amended («ERISA»)(«ERISA Plan»)-RRB-, including, without limitation, employee pension benefit plans, as defined
in Section 3 (2) of ERISA, multi-employer plans, as defined
in Section 3 (37) of ERISA, employee welfare benefit plans, as defined
in Section 3 (1) of ERISA, deferred compensation plans, stock option plans, bonus plans, stock purchase plans, fringe benefit plans, life, hospitalization, disability and other insurance plans, severance or termination pay plans and
policies, sick pay plans and vacation plans or arrangements, whether or not an ERISA Plan (including any funding mechanism therefore now
in effect or required
in the future as a result of the transactions contemplated by this Agreement or otherwise), whether formal or informal, oral or written, under which (i) any current or former employee, director or individual consultant of the Company (collectively, the «Company Employees») has any present or future right to benefits and which are contributed to, sponsored by or maintained by the Company or (ii) the Company or any ERISA Affiliate (as hereinafter defined) has had, has or may have any actual or contingent present or future
liability or obligation.
Topics to be discussed include: Court Procedure: An understanding of the civil litigation process
in New Jersey as it pertains to negligence claims; Damages: Understanding the standards for, and the differences between Compensatory and Punitive Damages; Facility Maintenance: Identifying potential safety hazards related to facilities and grounds, and taking reasonable steps to address common problems; Indemnification: Identifying when the school district is responsible for the actions of its employees, and when it may disclaim coverage; Insurance Coverage Issues: Understanding what is, and is not covered under a school district's insurance
policy, and understanding whether your district will be allowed to choose its attorney or be required to utilize the attorney assigned by the Insurance Company; Negligent Supervision: Examples of school district negligence
liability lie within the school, on the athletic field,
in the locker room, and on school trips; Sovereign Immunity: Understanding the
effect of the New Jersey Torts Claims Act on negligence claims against school districts.
CTEN was formed
in 2006 to present objective information to teachers on education
policy, education leadership, and education reform, professional
liability insurance, options of relationships to teachers» unions, and the
effect of unionism on teacher pay.
Our attorneys provide an analysis of coverage issues and advise our clients as to the scope and
effect of pollution exclusion provisions
in general
liability policies.
(1) Despite any other provision of this Regulation and unless otherwise agreed
in writing by the named insured and the insurer, subsection (2) applies to every motor vehicle
liability policy that is
in effect on September 1, 2010 until the earlier of,
(1) Despite anything else
in this Regulation, if a motor vehicle
liability policy is
in effect on the day this Regulation comes into force, subsections (2) and (3) apply until the earlier of the following:
An insurer's insolvency protection shall be applicable only to accidents occurring during a
policy period
in which its insured's uninsured motorist coverage is
in effect where the
liability insurer of the tort - feasor becomes insolvent within three years after such an accident.
The law requires that an owner whose vehicle is involved
in a crash and the operator was charged with a moving traffic violation, must have
in effect a
policy with limits of $ 10,000 personal injury protection per person / per crash and $ 10,000 property damage
liability per crash (compulsory coverage).
For example, if that carpool accident leads to $ 1,000,000
in liability claims, but you only have $ 500,000
in Auto
liability coverage, your Umbrella
policy would go
in effect, covering the remaining $ 500,000.
So
in effect — if the auto insurance
policy has a
liability insurance limit of $ 250,000 then the total coverage is $ 1.25 million (for
liability only) and if the home insurance
policy has a limit of $ 500,000 then the total coverage is $ 1.5 million
in that respect too.
The underinsured motorist coverage limits trigger ensures that
in the event of an accident caused by a driver with inadequate insurance, the underinsured motorist coverage comes into
effect when the underinsured driver's
liability limit is lower than that of the insured person or
policy holder.
Underinsured works
in a similar way, only acting as a secondary
policy taking
effect as soon as the other driver's
liability plan is exhausted and there are expenses left unmet.
Environmental
liability insurance
policies will provide compensation for costs associated with any government - mandated clean up effort so long as the mandate was initiated during the time that the
policy was
in effect.
Therefore, the characteristics of the loft rental home itself have a direct
effect on the need for both personal property and
liability coverage
in a renters insurance
policy.
The Brokerage had purchased a real estate
liability insurance
policy («Policy») from the Company, which was in effect when the Buyers filed their initial lawsuit against the Brok
policy («
Policy») from the Company, which was in effect when the Buyers filed their initial lawsuit against the Brok
Policy») from the Company, which was
in effect when the Buyers filed their initial lawsuit against the Brokerage.