Sharing of Merger Savings Sample Clauses

Sharing of Merger Savings. The Measurement-Year COS will be used to determine the amount of savings that have been achieved by the Company since the merger (October 1, 2000). Fifty percent (50%) of the savings calculated in paragraph G.1, above, will be escalated by 50 percent of the cumulative change in GDPIPD from the 12 months ended June 30, 2005, and will be allowed as an expense in base-rate filings made to effect a change in rates on or after July 1, 2005. In addition, such savings will be included for purposes of determining the earnings subject to the ESM in all years after the Rate-Freeze Period until July 1, 2010. An example of the quantification of the shared merger savings to be included in the revenue requirement is shown on Appendix D (attached hereto). In no event will the shared merger savings to be included in the revenue requirement be greater that $2,049,000 plus the Company’s share of retained excess earnings above 11.25%, on a pre-tax basis, for the last fiscal year prior to the time of the base-rate filing. An example of the quantification of the cap on the shared merger savings to be included in the revenue requirement is shown on Appendix E (attached hereto).
Sample 1
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Related to Sharing of Merger Savings

  • Merger and Integration Except as specifically stated otherwise herein, this Agreement sets forth the entire understanding of the parties relating to the subject matter hereof, and all prior understandings, written or oral, are superseded by this Agreement. This Agreement may not be modified, amended, waived or supplemented except as provided herein.

  • The Merger Upon the terms and subject to the conditions of this Agreement and in accordance with the DGCL, at the Effective Time (as defined below), Merger Sub shall be merged with and into the Company. As a result of the Merger, the separate corporate existence of Merger Sub shall cease and the Company shall continue as the surviving corporation of the Merger (the “Surviving Corporation”).

  • MERGER AND CONSOLIDATION The Company will not consolidate with or merge with or into, or convey, transfer or lease all or substantially all its assets to, any Person, unless:

  • Effective Time Subject to the provisions of this Agreement, at the Closing, the Company, Parent, and Merger Sub will cause a certificate of merger (the “Certificate of Merger”) to be executed, acknowledged, and filed with the Secretary of State of the State of Delaware in accordance with the relevant provisions of the DGCL and shall make all other filings or recordings required under the DGCL. The Merger will become effective at such time as the Certificate of Merger has been duly filed with the Secretary of State of the State of Delaware or at such later date or time as may be agreed by the Company and Parent in writing and specified in the Certificate of Merger in accordance with the DGCL (the effective time of the Merger being hereinafter referred to as the “Effective Time”).

  • Mergers (a) The Trust may not consolidate, amalgamate, merge with or into, or be replaced by, or convey, transfer or lease its properties and assets substantially as an entirety to any Person, except as described in Section 3.15(b) and (c) or Section 8.2.

  • Mergers, Reorganizations and Equity Transfers Each of the Company and any Sponsor Affiliates acknowledges that any mergers, reorganizations or consolidations of the Company and such Sponsor Affiliates may cause the Project to become ineligible for negotiated fees in lieu of taxes under the FILOT Act absent compliance by the Company and such Sponsor Affiliates with the Transfer Provisions; provided that, to the extent provided by Section 12-44- 120 of the FILOT Act or any successor provision, any financing arrangements entered into by the Company or any Sponsor Affiliates with respect to the Project and any security interests granted by the Company or any Sponsor Affiliates in connection therewith shall not be construed as a transfer for purposes of the Transfer Provisions. Notwithstanding anything in this Fee Agreement to the contrary, it is not intended in this Fee Agreement that the County shall impose transfer restrictions with respect to the Company, any Sponsor Affiliates or the Project as are any more restrictive than the Transfer Provisions.

  • Information Acquisition Connecting Transmission Owner and Developer shall each submit specific information regarding the electrical characteristics of their respective facilities to the other, and to NYISO, as described below and in accordance with Applicable Reliability Standards.

  • Pregnancy, Adoption and Parental Leave 19.1. Pregnancy, adoption, and parental leave shall be granted to a member of the Kingston Police in accordance with the Employment Standards Act. At least two (2) weeks’ notice, in writing and in advance of the commencement of the leave being requested, must be provided to the Chief of Police.

  • Maternity Adoption and Parental Leave The following in part reflects the provisions of the Employment Standards Act on these matters. In all cases of dispute, and where the Act as amended from time to time is superior, the provisions of the Act will prevail.

  • Transaction Limitations During any calendar month, You may not make more than six withdrawals from or transfers to another Credit Union Account of Yours or to a third party by means of a pre-authorized or automatic transfer or telephonic order or instruction, or by check, draft, debit card, if applicable, or similar order to a third party. If You exceed these limitations, Your Account may be subject to closure by the Credit Union. SPECIFIC TERMS APPLICABLE TO YOUR HOLIDAY CLUB ACCOUNT Variable Rate Information. This Account is subject to a Variable Rate. For the current dividend rate and corresponding APY, refer to the accompanying account disclosure rate supplement which We have included with and made a part of this Disclosure. Minimum Balance Requirements. No minimum balance requirements apply to this Account. Transaction Limitations. After Your Account is established, You may not make any withdrawals from Your Account, except for the scheduled withdrawal that occurs on October of each year (“Scheduled Withdrawal Date”). On the Scheduled Withdrawal Date each year (or on the next business day if the Scheduled Withdrawal Date is not a business day) We will transfer the entire balance then on deposit to Your Share Account. If You exceed these limitations, Your Account may be subject to closure by the Credit Union. SPECIFIC TERMS APPLICABLE TO YOUR VACATION CLUB ACCOUNT Variable Rate Information. This Account is subject to a Variable Rate. For the current dividend rate and corresponding APY, refer to the accompanying account disclosure rate supplement which We have included with and made a part of this Disclosure. Minimum Balance Requirements. No minimum balance requirements apply to this Account. Transaction Limitations. After Your Account is established, You may not make any withdrawals from Your Account, except for the scheduled withdrawal that occurs on April of each year (“Scheduled Withdrawal Date”). On the Scheduled Withdrawal Date each year (or on the next business day if the Scheduled Withdrawal Date is not a business day) We will transfer the entire balance then on deposit to Your Share Account. If You exceed these limitations, Your Account may be subject to closure by the Credit Union. SPECIFIC TERMS APPLICABLE TO YOUR IRA ACCOUNT Tiered Variable Rate Information. This Account is subject to a Tiered Variable Rate. For the current dividend rate and corresponding APY, refer to the accompanying account disclosure rate supplement which We have included with and made a part of this Disclosure. Minimum Balance Requirements. In order to earn the disclosed APY, You must maintain an average daily balance that is at least equal to $100.00. Transaction Limitations. Individual Retirement Accounts (IRAs) are also subject to limitations imposed by the Internal Revenue Service. Please consult Your IRA agreement or tax advisor for additional information. SPECIFIC TERMS APPLICABLE TO YOUR BASIC SHARE DRAFT ACCOUNT Dividend Information. No dividends are paid on this Account. Minimum Balance Requirements. No minimum balance requirements apply to this Account. Transaction Limitations. No transaction limitations apply to this Account. SPECIFIC TERMS APPLICABLE TO YOUR SUPER SHARE DRAFT ACCOUNT Variable Rate Information. This Account is subject to a Variable Rate. For the current dividend rate and corresponding APY, refer to the accompanying account disclosure rate supplement which We have included with and made a part of this Disclosure. Minimum Balance Requirements. In order to earn the disclosed APY, You must maintain an average daily balance that is at least equal to $2,000.00. Transaction Limitations. No transaction limitations apply to this Account. SPECIFIC TERMS APPLICABLE TO YOUR SUPER PLUS SHARE DRAFT ACCOUNT Variable Rate Information. This Account is subject to a Variable Rate. For the current dividend rate and corresponding APY, refer to the accompanying account disclosure rate supplement which We have included with and made a part of this Disclosure. Minimum Balance Requirements. In order to earn the disclosed APY, You must have on deposit with the credit union an aggregate total of $3,000.00 in the following Accounts: (a) IRA; (b) savings; (c) holiday; (d) vacation; (e) share draft;

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