Sentences with phrase «require parties to an agreement»

An «arbitration clause» is simply a short provision in an agreement that requires the parties to the agreement to resolve disputes through private arbitration, rather than litigating them in the public courts.

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.

For example, the expected timing and likelihood of completion of the proposed merger, including the timing, receipt and terms and conditions of any required governmental and regulatory approvals of the proposed merger that could reduce anticipated benefits or cause the parties to abandon the transaction, the ability to successfully integrate the businesses, the occurrence of any event, change or other circumstances that could give rise to the termination of the merger agreement, the possibility that Kraft shareholders may not approve the merger agreement, the risk that the parties may not be able to satisfy the conditions to the proposed transaction in a timely manner or at all, risks related to disruption of management time from ongoing business operations due to the proposed transaction, the risk that any announcements relating to the proposed transaction could have adverse effects on the market price of Kraft's common stock, and the risk that the proposed transaction and its announcement could have an adverse effect on the ability of Kraft and Heinz to retain customers and retain and hire key personnel and maintain relationships with their suppliers and customers and on their operating results and businesses generally, problems may arise in successfully integrating the businesses of the companies, which may result in the combined company not operating as effectively and efficiently as expected, the combined company may be unable to achieve cost - cutting synergies or it may take longer than expected to achieve those synergies, and other factors.

You shall not be bound by the provisions of confidentiality contained in this Agreement if such Holdings Information 1) is or becomes publicly known through no act or omission of the Financial Institution, its employees, agents or subcontractors; 2) is lawfully disclosed to you by a third party without restriction and without any obligation of confidentiality; 3) is required to be disclosed by any Governmental body, regulatory body (including without limitation any relevant securities exchange) or court of competent jurisdiction or otherwise pursuant to any statutory or regulatory obligation.

The agency has brokered similar agreements in recent years with tech giants like Google, Twitter and Uber for their data mishaps, requiring each of them to undergo regular privacy assessments by a third party, which would then report its findings back to the FTC.

You acknowledge, consent and agree that we may access, preserve, and disclose your registration and any other information you provide if required to do so by law or in a good faith belief that such access preservation or disclosure is reasonably necessary to: (a) comply with legal process; (b) enforce this Agreement; (c) respond to claims of a violation of the rights of third - parties; (d) respond to your requests for customer service; or (e) protect the rights, property, or personal safety of The Defense Alliance of Minnesota, The Defense Alliance of Minnesota Affiliates, its users and the public.

The merger agreement requires all parties to promptly obtain all consents from third parties in order to consummate the merger, the merger agreement says.

The 2014 Recapitalization Agreement would also provide that under certain circumstances we may be required to issue new warrants to purchase shares of our common stock at an exercise price per share of $ 0.01 rather than issue shares of our common stock, in exchange for certain of the Related - Party Notes and Related - Party Warrants.

Actual results may vary materially from those expressed or implied by forward - looking statements based on a number of factors, including, without limitation: (1) risks related to the consummation of the Merger, including the risks that (a) the Merger may not be consummated within the anticipated time period, or at all, (b) the parties may fail to obtain shareholder approval of the Merger Agreement, (c) the parties may fail to secure the termination or expiration of any waiting period applicable under the HSR Act, (d) other conditions to the consummation of the Merger under the Merger Agreement may not be satisfied, (e) all or part of Arby's financing may not become available, and (f) the significant limitations on remedies contained in the Merger Agreement may limit or entirely prevent BWW from specifically enforcing Arby's obligations under the Merger Agreement or recovering damages for any breach by Arby's; (2) the effects that any termination of the Merger Agreement may have on BWW or its business, including the risks that (a) BWW's stock price may decline significantly if the Merger is not completed, (b) the Merger Agreement may be terminated in circumstances requiring BWW to pay Arby's a termination fee of $ 74 million, or (c) the circumstances of the termination, including the possible imposition of a 12 - month tail period during which the termination fee could be payable upon certain subsequent transactions, may have a chilling effect on alternatives to the Merger; (3) the effects that the announcement or pendency of the Merger may have on BWW and its business, including the risks that as a result (a) BWW's business, operating results or stock price may suffer, (b) BWW's current plans and operations may be disrupted, (c) BWW's ability to retain or recruit key employees may be adversely affected, (d) BWW's business relationships (including, customers, franchisees and suppliers) may be adversely affected, or (e) BWW's management's or employees» attention may be diverted from other important matters; (4) the effect of limitations that the Merger Agreement places on BWW's ability to operate its business, return capital to shareholders or engage in alternative transactions; (5) the nature, cost and outcome of pending and future litigation and other legal proceedings, including any such proceedings related to the Merger and instituted against BWW and others; (6) the risk that the Merger and related transactions may involve unexpected costs, liabilities or delays; (7) other economic, business, competitive, legal, regulatory, and / or tax factors; and (8) other factors described under the heading «Risk Factors» in Part I, Item 1A of BWW's Annual Report on Form 10 - K for the fiscal year ended December 25, 2016, as updated or supplemented by subsequent reports that BWW has filed or files with the SEC.

In Compliance with Laws: We may disclose your information to a third party: (a) if we believe that disclosure is reasonably necessary to comply with any applicable law, regulation, legal process, or governmental request; (b) to enforce our agreements and policies; (c) to protect the security or integrity of the Startup Grind Service; (d) to protect Startup Grind, our customers, or the public from harm or illegal activities; (e) to respond to an emergency which we believe in the good faith requires us to disclose information to assist in preventing the death or serious bodily injury of any person; or (f) as otherwise directed by you.

Marriage in Islam requires the full agreement of both parties without compulsion being brought to bear on either person.

As a condition for posting a link to a third party Web site, the California Avocado Commission will require that the requesting third party enter into a Linking Agreement with the Commission.

Those third parties shall be strictly prohibited from making use of your personal information, other than to deliver those services which you requested, and as such they are thus required in accordance with this agreement to maintain the confidentiality of all your information.

In turn, it surely raises question marks over whether or not an agreement on personal terms will be reached, as that is a significant difference between the two parties which will require lengthy negotiations to reach a compromise.

I further undertake not to enter into any future agreements over my content with any third parties, as required by the exclusivity of this agreement and will forward any communications regarding my content to the Car Throttle Network, as the new license holder.

You acknowledge and agree that momstown may preserve Content and may also disclose Content if required to do so by law or in the good faith belief that such preservation or disclosure is reasonably necessary to (a) comply with legal process; (b) enforce the Agreement; (c) respond to claims that any Content violates the rights of third parties; or (d) protect the rights, property, or personal safety of momstown, its users, and the public.

Instead of mucking in with the multifarious resistance movement - which, as you rightly state here, does not require universal agreement in order to progress, that sort of Leninist thinking is weedkiller to the grassroots - Labour is already positioning itself for the next election, terrified of doing anything at all which might upset the few swing voters in key marginal seats that the party has repositioned itself towards over the past twenty years.

It is possible for the meaning of the text to change over time but that would require subsequent agreement among the parties, or subsequent practice establishing agreement of the parties to the Charter.

23E) The parties acknowledge that clauses 2.43 and 2.44 of the Funding Agreement [which preclude the teaching of pseudoscience and require the teaching of evolution] apply to all academies.

Among some of the proposals, the law would require prosecutors only to prove someone paying a bribe «intended» to influence a public official as opposed to having to prove both parties formed a corrupt agreement.

Another bill, sponsored by Council Member Corey Johnson, would require EDC to report on its efforts to recover funds from any third party that received financial assistance but failed to live up to an economic development agreement.

It seems more likely that the Coalition of 2010, as organised by a very small clique of political elites (probable ministers and senior party figures), required the bypassing of Westminster and the Coalition agreements, precluding formal democratic procedure and parliamentary government founded on accountability to the electorate.

The agreement reached by Riverkeeper, the Public Service Commission, the developers and other interested parties, required some changes to the line's path to keep it out of ecologically sensitive sections of the Hudson River.

We know why there's an AV referendum - it's there because that was the price Nick Clegg required to deliver his party for a formal coalition rather than just the confidence - and - supply agreement he would otherwise have offered (and hence the new General Election later in 2010)- something his own party is now turning vigorously against, but too late (they're probably doomed).

The agreement was tabled before parliament for consideration and approval on Tuesday, March 20 in line with Article 181 (5) of the 1992 constitution, which requires parliamentary approval in respect of «international business transactions» to which Ghana is a party.

Allowing this practice to continue to occur will require further dialogue and mutual agreement to work out the details in order to establish a cooperative and harmonious environment for all parties.

In order for sugar daddy dating to be super successful they too require a well defined agreement between both parties.

Before a single child's information is turned over to any 3rd party, policymakers should give assurance to parents and educators that no harm will come to Tennessee school children by adopting the following principles: The state and districts should be required to publish any and all existing data sharing agreements in printed and electronic form, and include a thorough explanation of its purpose and provisions, and make it available to parents and local school authorities statewide; The Department of Education should hold hearings throughout the state or testify before the legislature to explain any existing data agreement, and answer questions from the public or their representatives, obtain informed comment, and gauge public reaction; All parents should have the right to be notified of the impending disclosure of their children's data, and provide them with a right to consent or have the right to withhold their children's information from being shared; The state should have to define what rights families or individuals will have to obtain relief if harmed by improper use or release of their child's private information, including how claims can be made; and finally, any legislation must ensure that the privacy interest of public school children and their families are put above the interests of any 3rd Party and its agents and subsidiaparty, policymakers should give assurance to parents and educators that no harm will come to Tennessee school children by adopting the following principles: The state and districts should be required to publish any and all existing data sharing agreements in printed and electronic form, and include a thorough explanation of its purpose and provisions, and make it available to parents and local school authorities statewide; The Department of Education should hold hearings throughout the state or testify before the legislature to explain any existing data agreement, and answer questions from the public or their representatives, obtain informed comment, and gauge public reaction; All parents should have the right to be notified of the impending disclosure of their children's data, and provide them with a right to consent or have the right to withhold their children's information from being shared; The state should have to define what rights families or individuals will have to obtain relief if harmed by improper use or release of their child's private information, including how claims can be made; and finally, any legislation must ensure that the privacy interest of public school children and their families are put above the interests of any 3rd Party and its agents and subsidiaParty and its agents and subsidiaries.

Section 5 of the Academies Act 2010 requires your management committee to consult with interested parties about becoming an academy before the funding agreement is signed, but it is up to you when it starts and how long it lasts.

If a third party asserts that you did not have all rights required to make your eBook available on NOOK Press, or if we believe that you may be in breach of your representations and warranties in this Agreement, we will be entitled to hold all Royalties due until we determine that the validity of the third party claim, that you were not in breach or have fully remedied your breach, as applicable.

Also, discount is calculated on a per order basis, Therefore, both parties are required to fulfill their parts without any breach and any breach of the above will amount to cancellation of the agreement.

The suit goes on to state that Google's distribution agreements requires third parties to default to Google as their search engine, essentially weakening the power of the internet.

Both parties are required to fulfill their parts without any breach and any breach of the above will amount to cancellation of the agreement.

We have agreements and controls in place with credit bureaux, credit insurers, other lenders and third party service providers requiring that any information provided by us must be safeguarded and used only for the sole purpose of providing the service we have requested the company to perform.

Some lenders require you to find someone who will co-sign your loan agreement; if you fail to make required payments, as an equally responsible party your co-signatory will incur penalties.

Mandatory arbitration is an increasingly popular provision in loan agreements that requires parties to resolve disputes through an arbitrator, rather than the court system.

A clause included in a loan agreement that requires a party to do something or restricts a party from doing something.

Rather, the 10 - Q simply sets out the estimated maximum gross exposure without its connection to the Agreement, and only separately points out that the Agreement requires each party to reimburse the other in the event of a tax benefit arising from a tax dispute.

Documents that are required: Updated financial information for all parties on the loan; Completed short sale documents (i.e. Purchase Agreement, HUD Documents etc.); Verification of income; Interior appraisal *** Estimated Timing: The short sale process typically takes 60 days to complete, but may take longer.

Documents that are required o Updated financial information for all parties on the loan o Completed short sale documents (i.e. Purchase Agreement, HUD Documents etc.) o Verification of income o Interior appraisal Estimated Timing The short sale process typically takes 60 days to complete, but may take longer.

Even if not legally required to do so, it is possible to decide on an agreement for both parties.

The Merger Agreement contains certain termination rights for both VaxGen and OXiGENE, and further provides that, upon termination of the Merger Agreement under specified circumstances, including by VaxGen to pursue a superior transaction, as defined in the Merger Agreement (including a liquidation), or by OXiGENE to pursue a financing transaction with net proceeds of least $ 30 million, either party may be required to pay the other party a termination fee of $ 1,425,000 and to reimburse the other party's expenses up to $ 325,000.

It is required or authorised by an international agreement relating to information sharing to which Australia is a party.

In an unconstitutional move, Obama «adopted» the agreement by executive order and failed to get consent of congress which is required to be a party to the treaty.

The Paris Agreement requires all Parties to put forward their best efforts through «nationally determined contributions» (NDCs) and to strengthen these efforts in the years ahead.

Requires the President, beginning June 30, 2018, and every four years thereafter, to determine, for each eligible industrial sector, whether more than 85 % of U.S. imports for that sector are from countries that: (1) are parties to international agreements requiring economy - wide binding national commitments at least as stringent as those of the United States; (2) have annual energy or GHG intensities for the sector comparable or better than the equivalent U.S. sector; or (3) are parties to an international or bilateral emission reduction agreement for that sector.

The parties to the settlement agreement participated in a three - year process to develop consensus on aspects of project design, required monitoring, and contingencies for adaptive management.

In the executive summary (which can be downloaded in full here), we conclude that among the design elements the 2015 agreement should avoid because they would inhibit linkage are so - called «supplementarity requirements» that require parties to accomplish all (or a large, specified share) of their emissions - reduction commitments within their national borders.

As such, if I understand correctly, the home country data can be copyrighted (as it is more than a simple list and requires intellectual input from the compilers) and the terms of the agreement can include that it not be altered without prior approval and that it not be passed to a third party without prior agreement of the provider.