Payment Terms Markup Adjustments Due to Payment Methodology Sample Clauses

Payment Terms Markup Adjustments Due to Payment Methodology. (a) Standard Payment Terms. Except as noted below, DISTRIBUTOR and COMPANY have agreed that payments to DISTRIBUTOR for Products delivered to the Operators (including Contract Feeders as defined below) shall be received by ACH debit entry initiated by DISTRIBUTOR, so that the amount is credited to DISTRIBUTOR’s account on Friday of each week for deliveries made during the preceding [CONFIDENTIAL](77) days. Thus, stores which receive deliveries on Saturday or Sunday would have their account debited [CONFIDENTIAL](78) days, respectively, after receipt of their order. DISTRIBUTOR may also accept payment by check if so requested by Operator and approved by DISTRIBUTOR. All new Operators will initially receive credit terms as outlined above, provided that they satisfy DISTRIBUTOR’S credit criteria for such terms, as such criteria is uniformly applied among all similarly situated Operators, in light of all relevant facts and circumstances. Payment terms will be extended only to those Operators that are creditworthy as shall have been solely determined by DISTRIBUTOR. DISTRIBUTOR may, in its sole discretion, provide alternate payment terms to those Operators not meeting DISTRIBUTOR’s standards for creditworthiness. DISTRIBUTOR will provide email or fax notice to each Operator at least [CONFIDENTIAL](79) days prior to the ACH debit entry actually taking place, advising Operator of the amount of the ACH debit, along with the invoice number and any credits posted during the prior [CONFIDENTIAL](80) days. Notwithstanding the foregoing, DISTRIBUTOR agrees to provide extended credit terms to Operators performing as Contract Feeders (as defined below) in non-traditional locations provided that they satisfy DISTRIBUTOR’s credit criteria for such terms, as
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Payment Terms Markup Adjustments Due to Payment Methodology. Confidential treatment has been requested for the redacted portion. The confidential, redacted portions have been filed separately with the SEC.
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  • Payment Methodology The Grantee shall be reimbursed for actual, reasonable, and necessary costs based upon the Grant Budget, not to exceed the Maximum Liability established in Section 1. Upon progress toward the completion of the Scope, as described in Section A of this Grant Contract, the Grantee shall submit invoices prior to any reimbursement of allowable costs.

  • Alternative Calculations and Payment on Early Termination and on Certain Extraordinary Events If (a) an Early Termination Date (whether as a result of an Event of Default or a Termination Event) occurs or is designated with respect to the Transaction or (b) the Transaction is cancelled or terminated upon the occurrence of an Extraordinary Event (except as a result of (i) a Nationalization, Insolvency or Merger Event in which the consideration to be paid to holders of Shares consists solely of cash, (ii) a Merger Event or Tender Offer that is within Counterparty’s control, or (iii) an Event of Default in which Counterparty is the Defaulting Party or a Termination Event in which Counterparty is the Affected Party other than an Event of Default of the type described in Section 5(a)(iii), (v), (vi), (vii) or (viii) of the Agreement or a Termination Event of the type described in Section 5(b) of the Agreement, in each case that resulted from an event or events outside Counterparty’s control), and if Dealer would owe any amount to Counterparty pursuant to Section 6(d)(ii) of the Agreement or any Cancellation Amount pursuant to Article 12 of the Equity Definitions (any such amount, a “Payment Obligation”), then Dealer shall satisfy the Payment Obligation by the Share Termination Alternative (as defined below), unless (a) Counterparty gives irrevocable telephonic notice to Dealer, confirmed in writing within one Scheduled Trading Day, no later than 12:00 p.m. (New York City time) on the Merger Date, Tender Offer Date, Announcement Date (in the case of a Nationalization, Insolvency or Delisting), Early Termination Date or date of cancellation, as applicable, of its election that the Share Termination Alternative shall not apply, (b) Counterparty remakes the representation set forth in Section 8(f) as of the date of such election and (c) Dealer agrees, in its sole discretion, to such election, in which case the provisions of Section 12.7 or Section 12.9 of the Equity Definitions, or the provisions of Section 6(d)(ii) of the Agreement, as the case may be, shall apply.

  • Prices and Payment Terms A. Customer shall pay COMSTOR monthly recurring fees (the "Recurring Fees") which shall include charges for use and equipment storage in the Space (the "Collocation Fees"), as well as cross-connect fees (the "Cross-Connect Fees") and power charges (the "Power Charges"), if applicable. In addition to any Recurring Fees, Customer shall be charged non-recurring fees for build-out of the Space (the "Build-Out Charges"), including, where applicable, cross-connect installation fees and/or Dispatch Labor Charges, where applicable, all of which shall be set forth in the relevant Collocation Schedule and the Exhibits thereto. If Customer requests that COMSTOR provide services not delineated herein or in the collocation schedules at any time during the Term, such services shall be provided at prices mutually negotiated by the parties. B. Prices do not include taxes, except as specifically stated herein. Customer agrees to pay or reimburse COMSTOR for any applicable taxes that are levied based on the transactions hereunder, exclusive of COMSTOR's income taxes and real estate taxes on the Terminal Facility. Any such charges shall be invoiced and payable within the payment terms of this Agreement. COMSTOR agrees to provide Customer with reasonable documentation to support invoiced amounts for taxes within thirty (30) calendar days of receipt of a Customer written request. C. The Collocation Fee and/or Power Charges shall be increased by any increases or decreased by any decreases, incurred by COMSTOR and required under the lease relevant to the Premises in which the Space is located. Customer shall pay to COMSTOR its pro rata share of any such increases based on the number of square feet of the Space compared to the number of square feet leased by COMSTOR under the applicable lease. COMSTOR shall notify Customer of any such increase as soon as practicable. If such increases in the aggregate during the Term -------------------------------------------------------------------------------- 4 -------------------------------------------------------------------------------- exceed 3% then Customer shall have the right to terminate this agreement upon ninety (90) days written notice from COMSTOR, provided such notice is delivered to COMSTOR within thirty (30) days of COMSTOR's notice to Customer. D. All Recurring Fees shall be invoiced in the beginning of each month commencing on the first day of the Term as identified in the Collocation Schedule and thereafter, on the first day of each calendar month. Charges for partial months shall be prorated accordingly. All Recurring Fees shall be payable net sixty (60) days from date of invoice. Late payments shall be subject to late charges if payment is not received within the payment term period. The late payment charges will be calculated based on 1.5% per month of the unpaid amount. E. Customer agrees to reimburse COMSTOR for all reasonable repair or restoration costs associated with damage or destruction caused by Customer's personnel, Customer's agents, Customer's customers, or Customer's suppliers/contractors or Customer's visitors during the Term or as a consequence of Customer's removal of the Equipment or property installed in the Space.

  • Redemption for Changes in Withholding Taxes (a) The Issuers are entitled to redeem the Notes, at the option of the Issuers, at any time in whole but not in part, upon not less than 15 nor more than 45 days’ notice (which notice shall be irrevocable) to the Holders (with a copy to the Trustee) mailed by first-class mail to each Holder’s registered address (or delivered electronically if held by DTC), at a redemption price equal to 100% of the principal amount of the Notes being redeemed, plus accrued and unpaid interest, if any, to, but not including, the date of redemption (subject to the right of Holders of record on the relevant Record Date to receive interest due on the relevant Interest Payment Date) and Additional Amounts, if any, in the event the Issuers have become or would become obligated to pay, on the next date on which any amount would be payable with respect to the Notes, any Additional Amounts with respect to the Notes as a result of: (i) a change in or an amendment to the laws (including any regulations, rulings or protocols promulgated and treaties enacted thereunder) of any Relevant Taxing Jurisdiction affecting taxation; or (ii) any change in or amendment to, or the introduction of, any official position regarding the application, administration or interpretation of such laws, regulations, rulings, protocols or treaties (including a holding, judgment or order by a court of competent jurisdiction), which change or amendment is announced or becomes effective on or after the date on which the Notes are issued (or, in the case of a jurisdiction that becomes a Relevant Taxing Jurisdiction after such date, on or after such later date), and where the Issuers cannot avoid such obligation by taking reasonable measures available to the Issuers. Notwithstanding the foregoing, no such notice of redemption will be given (x) earlier than 90 days prior to the earliest date on which the Issuers would be obliged to make such payment of Additional Amounts and (y) unless at the time such notice is given, such obligation to pay such Additional Amounts remains in effect. (b) Before the Issuers publish or mail or deliver notice of redemption of the Notes as described above, the Issuers will deliver to the Trustee an Officers’ Certificate stating that the Issuers cannot avoid their obligation to pay Additional Amounts by taking reasonable measures available to them and that all conditions precedent to the redemption have been complied with. The Issuers will also deliver to the Trustee an Opinion of Counsel from outside counsel stating that the Issuers would be obligated to pay Additional Amounts as a result of a change or amendment described above and that all conditions precedent to the redemption have been complied with. (c) This Section will apply mutatis mutandis to any jurisdiction in which any successor Person to an Issuer is incorporated or organized or any political subdivision or taxing authority or agency thereof or therein.

  • FEES AND PAYMENT SCHEDULE The fees and payment schedule for furnishing services under this Contract shall be based on the rate schedule which is attached hereto as Exhibit B and by this reference incorporated herein. Said fees shall remain in effect for the entire term of the Contract. Contractor shall provide County with his/her/its Federal Tax I.D. number prior to submitting the first invoice.