Common use of Pass-Through Costs Clause in Contracts

Pass-Through Costs. (a) Each Statement of Work shall set forth any costs relating to the Services that shall be incurred by Genpact and shall be passed through to Carnation at Genpact’s actual, direct cost (i.e., with no handling fees, overhead or other ▇▇▇▇-up by Genpact) for payment by Carnation directly to the applicable vendor (“Pass-Through Costs”). These costs would be incurred with the consent of Carnation. (b) After Genpact’s receipt of a third-party invoice for Pass-Through Costs, Genpact shall use reasonable efforts to correct any errors therein and provide the invoice to Carnation together with a statement that Genpact has reviewed the invoice and determined that either such invoice appears to be (i) correct and should be paid by Carnation or (ii) incorrect and should be questioned by Carnation. Genpact shall submit all such invoices to Carnation for payment within a reasonable period of time prior to the applicable due date.