Fee Allocation Sample Clauses

Fee Allocation. 4.1 General Allocation 7 4.2 Certain Moelis Holdings Sell-side Assignments 7 4.3 Target Transactions 8 4.4 Discretionary Fee Sharing 8 4.5 Primary Fee Allocation Criteria 8
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Fee Allocation. The Parenting Consultant reserves the right to allocate fees disproportionately to either parent if the Parenting Consultant determines that a parent has abused the process or if the Parenting Consultant determines that the Parenting Consultant’s involvement was unnecessary.
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Fee Allocation. With respect to a Fund, the Trust and RidgeWorth each agree to pay its portion of the Shareholder Service Fee to an Intermediary as set forth in the relevant schedule to this Agreement, which fee does not include any amount otherwise paid by the Fund or its distributor to the Intermediary pursuant to Rule 12b-1 under the Investment Company Act of 1940. If RidgeWorth ceases to act as investment adviser to a Fund, the Fund will pay the Shareholder Service Fee to the extent permitted by law; however, RidgeWorth and the Trust each will use reasonable best efforts to find legally permissible alternative arrangements other than RidgeWorth or the Fund to pay the portion of such Shareholder Service Fee that had been allocated to RidgeWorth pursuant to this Agreement.
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Fee Allocation. As outlined in the Loan Summary, the Weekly Payment Amount remains the same throughout the Loan term; however, the allocation of fee and principal, respectively, varies each week. Specifically, fee allocation will be greatest at the beginning of the Loan term and will diminish over time. An Initial Estimated Payment Schedule and pay off information may be requested by contacting 800-941- 5614.
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Fee Allocation. The City currently has a combined fee covering both water and sewer for City Users. Regardless of the current allocation, the City reserves the right to alter such allocation as between water and sewer, at any time, based upon reasonable changes in the existing circumstances. In the event of any change in such allocation, the provisions of Section 5.1 b) shall apply. 1 As of the date of this Agreement, there are currently fifty (50) District Users. Based on the current City Sewer Fee, the City bills the District $493.00 on a monthly basis, and the District pays the same to the City.
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Fee Allocation a. Each month Google will provide (i) Snap US with a pro forma invoice and report detailing the allocation of the applicable monthly Fees based on the following formula: (total Fees for the invoice period) x ((egress served by the Account to endpoints in the United States during the invoice period) /( total egress served by the Account during the invoice period)) (“US Allocation”), and (ii) Snap UK with a pro forma invoice and report detailing the allocation of the total Fees for the invoice period less the US Allocation (“Fee Allocation Invoices”). The template for such Fee Allocation Invoices is attached hereto as Attachment 1. Customer may discuss questions regarding the allocation in the Fee Allocation Invoices with Google and Google will work with Customer in good faith to resolve any such questions. [***] = Information has been omitted and submitted separately to the Securities and Exchange Commission. Confidential treatment has been requested with respect to the omitted portions. b. Google will send such Fee Allocation Invoices to: If to Snap US: Snap Inc. ▇▇ ▇▇▇▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇▇▇, ▇▇ ▇▇▇▇▇ If to Snap UK: Snap Group Limited ▇-▇▇ ▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇▇▇ ▇▇▇ ▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇▇▇▇ E-mail: [***] VAT ID [***] Any notices to Snap UK under Section 15.1 of the Agreement that are required to be sent by e-mail, hand delivery, nationally recognized courier service or prepaid certified mail will be sent to the e-mail address and address above, as applicable. c. The invoice provided pursuant to Section 3 of the Agreement is the official invoice to which the terms of the Agreement will apply and will be provided only to Snap US. Google disclaims all liability related to reliance by Customer on the Fee Allocation Invoices. Snap UK may submit payment of a portion of the officially invoiced amount to Google. d. Exhibit F of the Agreement (Billing Requirements [***]) does not apply to the Fee Allocation Invoice. e. If and when Customer creates separate Projects for Snap US and Snap UK, the parties will enter into an amendment to this Agreement to include other Google entities as reasonably requested by Google.
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Related to Fee Allocation

  • Gross Income Allocation If any Partner has a deficit Capital Account at the end of any Fiscal Year which is in excess of the sum of (i) the amount such Partner is obligated to restore, if any, pursuant to any provision of this Agreement, and (ii) the amount such Partner is deemed to be obligated to restore pursuant to the penultimate sentences of Treasury Regulations Section 1.704-2(g)(1) and 1.704-2(i)(5), each such Partner shall be specially allocated items of Partnership income and gain in the amount of such excess as quickly as possible; provided that an allocation pursuant to this Section 5.05(c) shall be made only if and to the extent that a Partner would have a deficit Capital Account in excess of such sum after all other allocations provided for in this Article V have been tentatively made as if Section 5.05(b) and this Section 5.05(c) were not in this Agreement.

  • Tax Allocation Prior to the Closing, Seller and Purchaser shall cooperate in good faith to determine a reasonable allocation of the total consideration paid for the Transferred Assets, as finally determined pursuant to Section 2.1(d), Section 2.1(i) and Section 3.3, in accordance with Section 1060 of the Code and the Treasury Regulations promulgated thereunder (the “Purchase Price Allocation”). Seller and Purchaser shall cooperate in good faith to mutually agree to such allocation and shall reduce such agreement to writing, which agreement shall be reflected in an Exhibit 2.1(j) to be approved by Seller and Purchaser prior to Closing. Seller and Purchaser shall jointly and properly execute each party’s respective completed Internal Revenue Service Form 8594, and any other forms or statements required by the Code (or state or local Tax law), Treasury Regulations or the Internal Revenue Service or other Governmental Authority (together with any and all attachments required to be filed therewith), which forms and statements will be prepared in a manner consistent with the Purchase Price Allocation. Seller and Purchaser shall file timely such forms and statements with the Internal Revenue Service or other Governmental Authority. The Purchase Price Allocation shall be appropriately adjusted to take into account any subsequent payments under this Agreement and any other subsequent events required to be taken into account under Section 1060 of the Code. Seller and Purchaser shall not file any Tax Return or other documents or otherwise take any position with respect to Taxes that is inconsistent with the Purchase Price Allocation; provided, however, that neither Seller nor Purchaser shall be obligated to litigate any challenge to such allocation by any Governmental Authority. Seller and Purchaser shall promptly inform one another of any challenge by any Governmental Authority to any allocation made pursuant to this Section 2.1(j) and agree to consult with and keep one another informed with respect to the state of, and any discussion, proposal or submission with respect to, such challenge.

  • Allocation Following the Closing, Purchaser shall prepare and deliver to Sellers an allocation of the aggregate consideration among Sellers and, for any transactions contemplated by this Agreement that do not constitute an Agreed G Transaction pursuant to Section 6.16, Purchaser shall also prepare and deliver to the applicable Seller a proposed allocation of the Purchase Price and other consideration paid in exchange for the Purchased Assets, prepared in accordance with Section 1060, and if applicable, Section 338, of the Tax Code (the “Allocation”). The applicable Seller shall have thirty (30) days after the delivery of the Allocation to review and consent to the Allocation in writing, which consent shall not be unreasonably withheld, conditioned or delayed. If the applicable Seller consents to the Allocation, such Seller and Purchaser shall use such Allocation to prepare and file in a timely manner all appropriate Tax filings, including the preparation and filing of all applicable forms in accordance with applicable Law, including Forms 8594 and 8023, if applicable, with their respective Tax Returns for the taxable year that includes the Closing Date and shall take no position in any Tax Return that is inconsistent with such Allocation; provided, however, that nothing contained herein shall prevent the applicable Seller and Purchaser from settling any proposed deficiency or adjustment by any Governmental Authority based upon or arising out of such Allocation, and neither the applicable Seller nor Purchaser shall be required to litigate before any court, any proposed deficiency or adjustment by any Taxing Authority challenging such Allocation. If the applicable Seller does not consent to such Allocation, the applicable Seller shall notify Purchaser in writing of such disagreement within such thirty (30) day period, and thereafter, the applicable Seller shall attempt in good faith to promptly resolve any such disagreement. If the Parties cannot resolve a disagreement under this Section 3.3, such disagreement shall be resolved by an independent accounting firm chosen by Purchaser and reasonably acceptable to the applicable Seller, and such resolution shall be final and binding on the Parties. The fees and expenses of such accounting firm shall be borne equally by Purchaser, on the one hand, and the applicable Seller, on the other hand. The applicable Seller shall provide Purchaser, and Purchaser shall provide the applicable Seller, with a copy of any information described above required to be furnished to any Taxing Authority in connection with the transactions contemplated herein.

  • Payment Allocation Subject to applicable law, your payments may be applied to what you owe Credit Union in any manner Credit Union chooses.

  • Gross Income Allocations In the event any Partner has a deficit balance in its Capital Account at the end of any Partnership taxable period in excess of the sum of (A) the amount such Partner is required to restore pursuant to the provisions of this Agreement and (B) the amount such Partner is deemed obligated to restore pursuant to Treasury Regulation Sections 1.704-2(g) and 1.704-2(i)(5), such Partner shall be specially allocated items of Partnership gross income and gain in the amount of such excess as quickly as possible; provided, that an allocation pursuant to this Section 6.1(d)(v) shall be made only if and to the extent that such Partner would have a deficit balance in its Capital Account as adjusted after all other allocations provided for in this Section 6.1 have been tentatively made as if this Section 6.1(d)(v) were not in this Agreement.