Common use of Procedures and Payment Clause in Contracts

Procedures and Payment. Xxxxxxxx shall pay all Pass-Through Expenses directly to the applicable suppliers following review, validation and approval of such Pass-Through Expenses by Provider. Before submitting an invoice to Xxxxxxxx for any Pass-Through Expense, Provider shall (i) review and validate the invoiced charges, (ii) identify any errors or omissions, and (iii) communicate with the applicable supplier to correct any errors or omissions, resolve any questions or issues and obtain any applicable credits for Xxxxxxxx. Provider shall deliver to Xxxxxxxx the original supplier invoice, together with any documentation supporting such invoice and a statement that Provider has reviewed and validated the invoiced charges, within ten (10) days after Provider's receipt thereof. To the extent that an invoice is received by Provider less than ten days prior to its due date, Provider shall use commercially reasonable efforts to deliver such invoice, documentation and statement at least two (2) days after the date Provider receives such invoice; and provided further that, if it is not possible to deliver such invoice, documentation and statement at least two (2) days after the date Provider receives such invoice, Provider shall promptly notify Xxxxxxxx and, at Xxxxxxxx' option, either request additional time for review and validation or submit the invoice for Final Confidential and Proprietary Information of IBM and Xxxxxxxx payment subject to subsequent review and validation. In addition, if the supplier offers a discount for payment prior to a specified date, Provider shall deliver such invoice and associated documentation to Xxxxxxxx at least ten (10) days prior to such date if Provider has received such invoice at least fifteen (15) days prior to the specified date. To the extent Provider fails to comply with its obligations hereunder, it shall be financially responsible for any discounts lost or any late fees or interest charges incurred by Xxxxxxxx and/or the Eligible Recipients.

Appears in 1 contract

Samples: Master Professional Services Agreement (Williams Companies Inc)

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Procedures and Payment. Xxxxxxxx Unless otherwise agreed by the Parties, Allianz shall pay all Pass-Through Expenses directly to the applicable suppliers vendors following review, validation and approval of such Pass-Through Expenses by ProviderSupplier. No new Pass-Through Expenses may be added without Allianz's prior consent. Before submitting an invoice to Xxxxxxxx for any Pass-Through ExpenseExpenses for payment, Provider Supplier shall (i) review and validate the invoiced charges, (ii) identify any errors or omissions, and (iii) communicate with the applicable supplier vendor to correct any errors or omissions, resolve any questions or issues and obtain any applicable credits credits, rebates, discounts or other incentives for XxxxxxxxAllianz. Provider Supplier shall deliver to Xxxxxxxx Allianz the original supplier vendor invoice, together with any documentation supporting such invoice and a statement that Provider Supplier has reviewed and validated the invoiced charges, within ten (10) days after Provider's Supplier’s receipt thereof. To the extent that an invoice is received by Provider less than ten days prior to its due date; provided that, Provider if earlier, Supplier shall use commercially reasonable efforts to deliver such invoice, documentation and statement at least two five (25) business days after prior to the date Provider receives such invoiceon which payment is due; and provided further that, if it is not possible to deliver such invoice, documentation and statement at least two five (25) business days after prior to the date Provider receives such invoicedue date, Provider Supplier shall promptly notify Xxxxxxxx Allianz and, at Xxxxxxxx' Allianz’s option, either request additional time for review and validation or submit the invoice for Final Confidential and Proprietary Information of IBM and Xxxxxxxx payment subject to subsequent review and validation. In addition, if the supplier vendor offers a discount for payment prior to a specified date, Provider Supplier shall deliver such invoice and associated documentation to Xxxxxxxx Allianz at least ten five (105) days prior to such date if Provider has received date. In addition, during the last month of each calendar quarter, Supplier shall deliver all such invoice at least fifteen (15) days prior invoices and associated documentation to Allianz by the end of the month and, to the specified dateextent that is not possible, Supplier shall provide Allianz with information sufficient to accrue the applicable expenses on or before the end of such month. To the extent Provider Supplier fails to comply with its obligations hereunder, it shall be financially responsible for any discounts lost or any late fees or interest charges incurred by Xxxxxxxx Allianz and/or the Eligible Recipients.

Appears in 1 contract

Samples: Master Professional Services Agreement (Allianz Life Variable Account B)

Procedures and Payment. Xxxxxxxx Service Provider shall administer and invoice Allegheny for Pass-Through Expenses identified in Schedule 4J as follows. Unless otherwise agreed by the Parties, Allegheny shall pay all Pass-Through Expenses directly to the applicable suppliers vendors following review, validation and approval of such Pass-Through Expenses by Service Provider. No new Pass-Through Expenses may be added without Allegheny’s prior consent. Before submitting an invoice to Xxxxxxxx Allegheny for any Pass-Through Expense, Service Provider shall (i) review and validate the invoiced charges, (ii) identify any errors or omissions, and (iii) communicate with the applicable supplier vendor to correct any errors or omissions, and use commercially reasonable efforts to resolve any questions or issues and obtain any applicable credits for XxxxxxxxAllegheny. Service Provider shall deliver to Xxxxxxxx Allegheny the original supplier invoice, together with any documentation supporting such invoice and a statement that Service Provider has reviewed and validated the invoiced charges, within ten (10) days after Service Provider's ’s receipt thereof. To the extent that an invoice is received by Provider less than ten days prior to its due date; provided that, if earlier, Service Provider shall use commercially reasonable efforts to deliver such invoice, documentation and statement at least two five (25) business days after prior to the date Provider receives such invoiceon which payment is due; and provided further that, if it is not possible to deliver such invoice, documentation and statement at least two five (25) business days after prior to the date Provider receives such invoicedue date, Service Provider shall promptly notify Xxxxxxxx Allegheny and, at Xxxxxxxx' Allegheny’s option, either request additional time for review and validation or submit the invoice for Final Confidential and Proprietary Information of IBM and Xxxxxxxx payment subject to subsequent review and validation. In addition, if the supplier vendor offers a discount for payment prior to a specified date, Service Provider shall use commercially reasonable efforts to deliver such invoice and associated documentation to Xxxxxxxx Allegheny at least ten five (105) business days prior to such date if Provider has received such invoice at least fifteen (15) days prior to the specified date. To the extent Provider fails to comply with *** No new Pass-Through Expenses may be added without Allegheny’s prior consent, which it may withhold in its obligations hereunder, it shall be financially responsible for any discounts lost or any late fees or interest charges incurred by Xxxxxxxx and/or the Eligible Recipientssole discretion.

Appears in 1 contract

Samples: Professional Services Agreement (Allegheny Energy, Inc)

Procedures and Payment. Xxxxxxxx Unless otherwise agreed by the Parties, the Eligible Recipients shall pay all Pass-Through Administered Expenses directly to the applicable suppliers vendors following review, validation and approval of such Pass-Through Administered Expenses by ProviderSupplier. No new Administered Expenses may be added without Ascension Health and the other applicable Eligible Recipient’s prior consent, which they may withhold in their sole discretion. Before submitting an invoice to Xxxxxxxx any Administered Expenses for any Pass-Through Expensepayment, Provider Supplier shall (i) review and validate the invoiced charges, (ii) identify any errors or omissions, and (iii) communicate with the applicable supplier vendor to correct any errors or omissions, resolve any questions or issues and obtain any applicable credits credits, rebates, discounts or other incentives for Xxxxxxxxthe Eligible Recipient. Provider ASCENSION HEALTH CONFIDENTIAL MPSA Page 37 Supplier shall deliver to Xxxxxxxx the Eligible Recipient the original supplier vendor invoice, together with any documentation supporting such invoice and a statement that Provider has reviewed and validated the invoiced charges, within ten (10) [**] days after Provider's Supplier’s receipt thereof. To the extent that an invoice is received by Provider less than ten days prior to its due date; provided that, Provider if earlier, Supplier shall use commercially reasonable efforts to deliver such invoice, documentation and statement at least two (2) [**] business days after prior to the date Provider receives such invoiceon which payment is due; and provided further that, if it is not possible to deliver such invoice, documentation and statement at least two (2) [**] business days after prior to the date Provider receives such invoicedue date, Provider Supplier shall promptly notify Xxxxxxxx the Eligible Recipient and, at Xxxxxxxx' the Eligible Recipient’s option, either request additional time for review and validation or submit the invoice for Final Confidential and Proprietary Information of IBM and Xxxxxxxx payment subject to subsequent review and validation. In addition, if the supplier vendor offers a discount for payment prior to a specified date, Provider Supplier shall use commercially reasonable efforts to deliver such invoice and associated documentation to Xxxxxxxx the Eligible Recipient at least ten (10) [**] business days prior to such date if Provider has received date. During the [**], Supplier shall use commercially reasonable efforts to deliver all such invoice at least fifteen (15) days prior invoices and associated documentation to the specified dateEligible Recipient by the end of the month and, to the extent that is not possible, Supplier shall provide the Eligible Recipient with information sufficient to accrue the applicable expenses on or before the end of such month. To the extent Provider Supplier fails to comply with its obligations hereunder, it shall be financially responsible for any discounts lost or any late fees or interest charges incurred by Xxxxxxxx and/or the Eligible Recipients. In addition, to the extent Supplier fails to process and pay any invoice in accordance with this provision within [**] days after Supplier’s receipt of such invoice, it shall be financially responsible for the payment of all such invoiced amounts. All Services to be performed by Supplier with respect to Administered Expenses are included in the Charges. Supplier shall not charge any handling or administrative charge in connection with its processing or review of Administered Expenses. The Parties agree that there will not be any Administered Expenses under this Agreement, unless otherwise expressly specified in an applicable Supplement and that this provision shall not apply to Managed Third Party Agreements as described in Section 4.5(c).

Appears in 1 contract

Samples: Master Professional Services Agreement (Accretive Health, Inc.)

Procedures and Payment. Xxxxxxxx Unless otherwise agreed by the Parties, New Century shall pay all Pass-Through Expenses directly to the applicable suppliers vendors following review, validation and approval of such Pass-Through Expenses by ProviderSupplier. No new Pass-Through Expenses may be added without New Century’s prior consent, which it may withhold in its sole discretion. Before submitting an invoice to Xxxxxxxx New Century for any Pass-Through Expense, Provider Supplier shall (i) review and validate the invoiced charges, (ii) identify any errors or omissions, and (iii) communicate with the applicable supplier vendor and use commercially reasonable efforts to correct any errors or omissions, resolve any questions or issues and obtain any applicable credits credits, rebates, discounts or other incentives for XxxxxxxxNew Century. Provider Supplier shall deliver to Xxxxxxxx New Century the original supplier vendor invoice, together with any documentation supporting such invoice and a statement that Provider Supplier has reviewed and validated the invoiced charges, within ten (10) days after Provider's Supplier’s receipt thereof. To the extent that an invoice is received by Provider less than ten days prior to its due date; provided that, Provider if earlier, Supplier shall use commercially reasonable efforts to deliver such invoice, documentation and statement at least two five (25) business days after prior to the date Provider receives such invoiceon which payment is due; and provided further that, if it is not possible to deliver such invoice, documentation and statement at least two five (25) business days after prior to the date Provider receives such invoicedue date, Provider Supplier shall promptly notify Xxxxxxxx New Century and, at Xxxxxxxx' New Century’s option, either request additional time for review and validation or submit the invoice for Final Confidential and Proprietary Information of IBM and Xxxxxxxx payment subject to subsequent review and validation. In addition, if the supplier vendor offers a discount for payment prior to a specified date, Provider Supplier shall use commercially reasonable efforts to deliver such invoice and associated documentation to Xxxxxxxx New Century at least ten five (105) days prior to such date if Provider has received such invoice at least fifteen (15) days prior to the specified date. To the extent Provider Supplier fails to comply with its obligations hereunder, it shall be financially responsible for any discounts lost or any late fees or interest charges incurred by Xxxxxxxx New Century and/or the Eligible Recipients. For the avoidance of doubt, Pass-Through Expenses do not include amounts owed by any Eligible Recipient to a third party in connection with Supplier’s performance of the Services under Exhibit 2.2. To the extent Supplier fails to process any invoice in accordance with this provision within ninety (90) days after the payment due date of such invoice, Supplier shall be financially responsible for payment of twelve (12%) percent of the invoiced amounts. In addition, to the extent Supplier fails to process any such invoice in accordance with this provision within one hundred eighty (180) days after the payment due date of such invoice, Supplier shall be financially responsible for payment of all of the invoiced amounts.

Appears in 1 contract

Samples: Professional Services Agreement (New Century Financial Corp)

Procedures and Payment. Xxxxxxxx Unless otherwise agreed by the Parties, CoreLogic shall pay all Pass-Through Administered Expenses directly to the applicable suppliers vendors following review, validation and approval of such Pass-Through Administered Expenses by ProviderSupplier. No new Administered Expenses may be added without CoreLogic’s prior consent, which it may withhold in its sole discretion. Before submitting an invoice to Xxxxxxxx any Administered Expenses for any Pass-Through Expensepayment, Provider Supplier shall (i) review and validate the invoiced charges, (ii) identify any errors or omissions, and (iii) communicate with the applicable supplier to correct vendor so that the vendor corrects any errors or omissions, resolve any questions or issues and obtain any applicable credits credits, rebates, discounts or other incentives for XxxxxxxxCoreLogic. Provider Supplier shall deliver to Xxxxxxxx CoreLogic the original supplier vendor invoice, together with any documentation supporting such invoice and a statement that Provider Supplier has reviewed and validated the invoiced charges, within ten *** (10***) days *** after Provider's Supplier’s receipt thereof. To of an accurate, error-free invoice from the extent that an invoice is received by Provider less than ten days prior to its due dateapplicable vendor; provided that, Provider if earlier, Supplier shall use commercially reasonable efforts to deliver such invoice, documentation and statement at least two *** (2***) days after *** prior to the date Provider receives such invoiceon which payment is due; and provided further that, if it is not possible to deliver such invoice, documentation and statement at least two *** (2***) days after *** prior to the date Provider receives such invoicedue date, Provider Supplier shall promptly notify Xxxxxxxx CoreLogic and, at Xxxxxxxx' CoreLogic’s option, either request additional time for review and validation or submit the invoice for Final Confidential and Proprietary Information of IBM and Xxxxxxxx payment subject to subsequent review and validation. In addition, if the supplier vendor offers a discount for payment prior to a specified date, Provider Supplier shall use commercially reasonable efforts to deliver such invoice and associated documentation to Xxxxxxxx CoreLogic at least ten *** (10***) days *** prior to such date if Provider has received date. During the last month of each calendar quarter, Supplier shall use commercially reasonable efforts to deliver all such invoice at least fifteen (15) days prior invoices and associated documentation to CoreLogic by the end of the month and, to the specified dateextent that is not possible, Supplier shall provide CoreLogic with information sufficient to accrue the applicable expenses on or before the end of such month. To the extent Provider Supplier fails to comply with its obligations hereunder, it *** for any *** or *** by the ***. In addition, to the extent Supplier fails to process and submit for payment any invoice in accordance with this provision within *** (***) *** after Supplier’s receipt of such invoice (which shall be mean, where Supplier reviewed and arranged with the applicable third party vendor to receive a corrected invoice within a period of *** (***) *** after Supplier’s receipt of such invoice, *** (***) *** after Supplier’s receipt of such corrected invoice), CoreLogic shall remain financially responsible for the payment of all such invoiced amounts; however, such amounts shall be paid directly by Supplier and invoiced to CoreLogic on an amortized basis without interest, divided into equal payments over a period of (x) *** (***) *** if the amount paid by Supplier to such vendor is less than *** percent (***%) of the annual base Charges of the applicable Supplement or (y) *** (***) *** if the amount paid by Supplier to such vendor is equal to or greater than *** percent (***%) of the annual base Charges of the applicable Supplement. All Services to be performed by Supplier with respect to Administered Expenses are included in the Charges. Supplier shall not charge any discounts lost handling or any late fees administrative charge in connection with its processing or interest charges incurred by Xxxxxxxx and/or the Eligible Recipientsreview of Administered Expenses.

Appears in 1 contract

Samples: Master Services Agreement (Corelogic, Inc.)

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Procedures and Payment. Xxxxxxxx Subject to Section 14.4 (Disputed Charges), Sears shall pay all Pass-Through Expenses directly to the applicable suppliers following review, validation and approval of such Pass-Through Expenses by ProviderCSC. Before submitting an invoice to Xxxxxxxx Sears for any Pass-Through Expense, Provider CSC shall (i) review and validate the invoiced charges, (ii) identify any errors or omissions, and (iii) communicate with the applicable supplier to correct any errors or omissions, resolve any questions or issues and obtain any applicable credits for XxxxxxxxSears. Provider CSC shall deliver (or cause to Xxxxxxxx be delivered) to Sears the original supplier invoice, together with any documentation supporting such invoice and a statement that Provider CSC has reviewed and validated the invoiced charges, within ten (10) days Business Days after Provider's CSC’s receipt thereof. To thereof or, if earlier, at least fifteen (15) Business Days prior to the extent date on which payment is due if such invoice was received by CSC; provided that if CSC receives an invoice is received by Provider less than ten days prior to within fifteen (15) Business Days of its due date, Provider CSC shall use commercially reasonable efforts to deliver such invoice, documentation and statement at least invoice to Sears within two (2) days after the date Provider receives such invoice; and provided further that, if it is not possible to deliver such invoice, documentation and statement at least two (2) days after the date Provider receives such invoice, Provider shall promptly notify Xxxxxxxx and, at Xxxxxxxx' option, either request additional time for review and validation or submit the invoice for Final Confidential and Proprietary Information Business Days of IBM and Xxxxxxxx payment subject to subsequent review and validation50 CSC’s receipt. In addition, if the supplier offers a discount for payment prior to a specified date, Provider CSC shall deliver such invoice and associated documentation to Xxxxxxxx at least ten (10) days prior to such date if Provider has received such invoice Sears at least fifteen (15) days Business Days prior to the specified such date. To the extent Provider CSC fails to comply with its obligations hereunderunder this Agreement, it shall be financially responsible for any resulting discounts lost or any late fees or interest charges incurred by Xxxxxxxx and/or the Eligible Recipients. In addition, to the extent CSC fails to process any invoice in accordance with this provision within six (6) months after CSC’s receipt thereof, CSC shall be financially responsible for the payment of all such invoiced amounts.

Appears in 1 contract

Samples: Master Services Agreement (Sears Roebuck & Co)

Procedures and Payment. Xxxxxxxx Supplier shall administer Pass-Through Expenses identified in the applicable Supplement as follows. Unless otherwise agreed by the Parties, Kraft shall pay all Pass-Through Expenses directly to the applicable suppliers vendors following review, validation and approval of such Pass-Through Expenses by ProviderSupplier. Where the applicable information was provided to Supplier, Supplier shall review taxes, surcharges and user fees for reasonableness on a periodic basis, however Kraft acknowledges that Supplier will have no obligation to verify the accuracy of any taxes, surcharges or usage fees. No new Pass-Through Expenses may be added without Kraft’s prior consent. Before submitting an invoice to Xxxxxxxx Kraft for any Pass-Through Expense, Provider Supplier shall (i) review and validate the invoiced charges, (ii) identify any errors or omissions, and (iii) communicate with the applicable supplier vendor to correct any errors or omissions, use commercially reasonable efforts to resolve any questions or issues issues, and obtain any applicable credits for XxxxxxxxKraft. Provider Supplier shall deliver to Xxxxxxxx Kraft the original supplier invoice, together with any documentation supporting such invoice and a statement that Provider Supplier has reviewed and validated the invoiced charges, within ten (10) 10 days after Provider's Supplier’s receipt thereof. To the extent that an invoice is received by Provider less than ten days prior to its due date; provided that, Provider if earlier, Supplier shall use commercially reasonable efforts to deliver such invoice, documentation and statement at least two (2) five business days after prior to the date Provider receives such invoiceon which payment is due; and provided further that, if it is not possible to deliver such invoice, documentation and statement at least two (2) five business days after prior to the date Provider receives such invoicedue date, Provider Supplier shall promptly notify Xxxxxxxx Kraft and, at Xxxxxxxx' Kraft’s option, either request additional time for review and validation or submit the invoice for Final Confidential and Proprietary Information of IBM and Xxxxxxxx payment subject to subsequent review and validation. In addition, if the supplier vendor offers a discount for payment prior to a specified date, Provider Supplier shall use commercially reasonable efforts to deliver such invoice and associated documentation to Xxxxxxxx Kraft at least ten (10) five business days prior to such date if Provider has received such invoice at least fifteen (15) days prior to the specified date. To the extent Provider Supplier fails to comply with its obligations hereunder, it shall be financially responsible for any discounts lost or any late fees or interest charges incurred by Xxxxxxxx Kraft and/or the Eligible Recipients. No new Pass-Through Expenses may be added without Kraft’s prior consent, which it may withhold in its sole discretion.

Appears in 1 contract

Samples: Master Professional Services Agreement (Mondelez International, Inc.)

Procedures and Payment. Xxxxxxxx Subject to Section 14.4 (Disputed Charges), Sears shall pay all Pass-Through Expenses directly to the applicable suppliers following review, validation and approval of such Pass-Through Expenses by ProviderCSC. Before submitting an invoice to Xxxxxxxx Sears for any Pass-Through Expense, Provider CSC shall (i) review and validate the invoiced charges, (ii) identify any errors or omissions, and (iii) communicate with the applicable supplier to correct any errors or omissions, resolve any questions or issues and obtain any applicable credits for XxxxxxxxSears. Provider CSC shall deliver (or cause to Xxxxxxxx be delivered) to Sears the original supplier invoice, together with any documentation supporting such invoice and a statement that Provider CSC has reviewed and validated the invoiced charges, within ten (10) days Business Days after Provider's CSC’s receipt thereof. To thereof or, if earlier, at least fifteen (15) Business Days prior to the extent date on which payment is due if such invoice was received by CSC; provided that if CSC receives an invoice is received by Provider less than ten days prior to within fifteen (15) Business Days of its due date, Provider CSC shall use commercially reasonable efforts to deliver such invoice, documentation and statement at least invoice to Sears within two (2) days after the date Provider receives such invoice; and provided further that, if it is not possible to deliver such invoice, documentation and statement at least two (2) days after the date Provider receives such invoice, Provider shall promptly notify Xxxxxxxx and, at Xxxxxxxx' option, either request additional time for review and validation or submit the invoice for Final Confidential and Proprietary Information Business Days of IBM and Xxxxxxxx payment subject to subsequent review and validationTable of Contents CSC’s receipt. In addition, if the supplier offers a discount for payment prior to a specified date, Provider CSC shall deliver such invoice and associated documentation to Xxxxxxxx at least ten (10) days prior to such date if Provider has received such invoice Sears at least fifteen (15) days Business Days prior to the specified such date. To the extent Provider CSC fails to comply with its obligations hereunderunder this Agreement, it shall be financially responsible for any resulting discounts lost or any late fees or interest charges incurred by Xxxxxxxx and/or the Eligible Recipients. In addition, to the extent CSC fails to process any invoice in accordance with this provision within six (6) months after CSC’s receipt thereof, CSC shall be financially responsible for the payment of all such invoiced amounts.

Appears in 1 contract

Samples: Master Services Agreement (Sears Roebuck & Co)

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