Variable Payment Obligations Sample Clauses

Variable Payment Obligations. (a) On and subject to the terms and conditions of this Agreement, from and after the Effective Date and in each Contractual Year, for an amount that is up to and including the Maximum Amount, the Supplier hereby agrees to pay to the Purchaser the Variable Production Payment. (b) Subject to Section 3.3, the Supplier shall pay the Variable Production Payment referenced in Section 3.2(a) to the Purchaser within 20 Calendar Days after the end of each Calendar Quarter (the “Variable Production Payment Date”) and shall be made by wire transfer in immediately available funds to an account nominated by the Purchaser from time to time, subject to the provisions of Section 12.2. (c) Each payment of the Variable Production Payment shall be accompanied by a statement from the Supplier to the Purchaser setting forth the following: (i) the total Gross Revenue received for the applicable Calendar Quarter; (ii) the total Gross Revenue received in respect of Lithium Products for the applicable Calendar Quarter, with a breakdown for each different Lithium Product; (iii) the total Gross Revenue attributable to sales to GM (or any of its Affiliates), the aggregate Tonnes of products bearing Minerals sold to GM (or any of its Affiliates) and the unit prices associated with such sales; (iv) the number of Tonnes remaining until the Maximum Amount is satisfied; (v) copies of the relevant offtaker settlement sheets or other purchase and sale documents available at such time and other relevant invoices and receipts available at such time; (vi) a summary of the quantity and pricing of the sales in respect of the applicable Gross Revenue; (vii) the calculation of the Delayed Draw Convertible Debt Factor; (viii) the calculation of the Phase One Total Cost Factor; (ix) the calculation of the LOM Production Threshold Factor; (x) for the fourth Calendar Quarter, the calculation of the Earned Variable Adjustment; (xi) details of the Average Lithium Price; and (xii) such other information as may be reasonably requested by the Purchaser to verify the foregoing items.