Payment of Expenses and Liabilities. The Trustee shall pay from the Trust Assets all expenses, charges, and obligations of the Trust and of the Trust Assets and all Liabilities and obligations which the Trustee specifically assumes and agrees to pay pursuant to this Agreement and such transferee liabilities which the Trustee may be obligated to pay as transferees of the Trust Assets, including, but not limited to, interest, penalties, taxes, assessments, and public charges of any kind or nature and the costs, charges, and expenses connected with or growing out of the execution or administration of the Trust and such other payments and disbursements as are provided in this Agreement or which may be determined to be a proper charge against the Trust Assets by the Trustee.
Payment of Expenses and Liabilities. The Trustees shall pay from the Trust Assets all expenses and Liabilities of the Trust and of the Trust Assets, including, but not limited to, interest, penalties, taxes, assessments, and public charges of any kind or nature and the costs, charges, and expenses connected with or growing out of the execution or administration of the Trust and such other payments and disbursements as are provided in this Agreement or which may be determined to be a proper charge against the Trust Assets by the Trustees.
Payment of Expenses and Liabilities. The Company shall pay, at or prior to the Closing, the Closing Date Company Transaction Expense Amount and the Closing Date Stockholder Liability Amount. Each of the Persons set forth on Schedule 4.6(a) shall execute a written acknowledgment, in a form reasonably acceptable to Parent, (the “Company Acknowledgements of Payment and Release”): (i) of the total amount of fees, costs and expenses of any nature that is payable or was paid to such Person (and, if payable or paid in connection with this Agreement and any of the transactions contemplated by this Agreement, such amount shall include a reasonable amount for the fees and expenses that such Person expects to incur following the Closing); and (ii) that, other than the amounts described in clause “(i)” above, it is not (and will not be) owed any other amount by the Company in excess of $15,000. Each of the Persons set forth on Schedule 4.6(b) shall execute a written acknowledgment, in a form reasonably acceptable to the Company, (the “Parent Acknowledgements of Payment and Release”): (i) of the total amount of fees, costs and expenses of any nature that is payable or was paid to such Person (and, if payable or paid in connection with this Agreement and any of the transactions contemplated by this Agreement, such amount shall include a reasonable amount for the fees and expenses that such Person expects to incur following the Closing); and (ii) that, other than the amounts described in clause “(i)” above, it is not (and will not be) owed any other Closing Date Parent Transaction Expense Amount by Parent in excess of $15,000.
Payment of Expenses and Liabilities. The Company may, but need not, pay, on or prior to the Closing, the Company Transaction Expenses and the Outstanding Liabilities; provided, that, the Company shall, at the Closing, make direct payments from its unrestricted cash to satisfy the Company Transaction Expenses Amount and the Outstanding Liabilities Amount set forth in the Closing Payment Schedule, pursuant to the wire instructions set forth therein. Each of the parties so listed on the Closing Payment Schedule to receive such a payment shall execute a written acknowledgment, in a form reasonably acceptable to Parent, (the “Acknowledgements of Payment and Release”): (i) of the total amount of fees, costs and expenses of any nature that is payable or was paid to such Person (and, if payable or paid in connection with this Agreement and any of the transactions contemplated by this Agreement, such amount shall include a reasonable amount for the liabilities, fees and expenses that such Person expects to incur following the Closing); and (ii) that, other than the amounts described in clause “(i)” above, it is not owed any other amount by any of the Company.
Payment of Expenses and Liabilities. The Manager shall calculate for each component of the Power Transfer System, the Power Transfer System Operating Costs on a quarterly basis, within thirty (30) days after the end of the quarter, and prepare a statement thereof for SR Partnership. Subject to Section 4.5 below, SR Partnership shall pay to the Manager, within thirty (30) days after receipt of such statement, the Power Transfer System Operating Costs then due and payable, as shown on such statement. All sums not paid when due shall bear interest at the lower of: (i) the maximum legal rate under California law and (ii) the fluctuating per annum rate published in the Wall Street Journal (Western Edition) as the "Prime Rate -- the base rate on corporate loans at large U.S. money center commercial banks," or any successor rate thereto plus two percent. Any change in such Prime Rate shall take effect at the opening of business on the day such rate change is published in the Wall Street Journal.
Payment of Expenses and Liabilities. If the Merger is not ----------------------------------- consummated, each of the Company and GenStar will pay its respective costs and expenses (including fees and expenses of legal counsel, accountants and financial advisors) incurred in connection with the transactions contemplated by this Agreement. If the Merger is consummated, all outstanding liabilities of the Company, including the costs and expenses incurred by the Company in connection with the transactions contemplated hereby, will be paid by GenStar at the Closing, provided that GenStar will not be responsible for such outstanding liabilities to the extent they exceed $25,000 (excluding obligations owed under the License Agreement) without the prior written consent of GenStar, in its sole and absolute discretion.
Payment of Expenses and Liabilities. (a) Payment of all Tort Claims Trust expenses and liabilities with respect to Tort Claims shall be payable solely by the Tort Claims Trustee out of the Tort Claims Trust.
Payment of Expenses and Liabilities. The Trustees shall pay from the Trust Property all expenses, charges, and obligations of the Trust and of the Trust Property and all liabilities and obligations which the Trust has specifically assumed and agreed to pay.
Payment of Expenses and Liabilities. The Trustee shall pay from the Trust Assets all expenses, charges, and obligations of the Trust and of the Trust Assets and all Liabilities and obligations which the Trust specifically assumes and agrees to pay pursuant to this Agreement and such transferee liabilities which the Trustee may be obligated to pay on behalf of the Trust as transferees of the Trust Assets, including, but not limited to, interest, penalties, taxes, assessments, and public charges of any kind or nature and the costs, charges, and expenses connected with or growing out of the execution or administration of the Trust and such other payments and disbursements as are provided in this Agreement or which may be determined to be a proper charge against the Trust Assets by the Trustee.
Payment of Expenses and Liabilities. At the Effective Time, the Surviving Corporation shall pay all expenses referred to in Section 8.1 and the liabilities of the Company listed in Section 6.1.10 of the Company Disclosure Schedule.
