Verification of Calculations Sample Clauses

Verification of Calculations. Lessee may timely request that any Tax Indemnity Notice be verified by a nationally recognized independent accounting firm or a lease advisory firm selected by Lessee and reasonably acceptable to such Tax Indemnitee. Such verification will be at Lessee's expense unless such accounting firm determines that the amount payable by Lessee is more than ten percent less than the amount shown on the Tax Indemnity Notice, in which event the Tax Indemnitee will pay such costs. In order to enable such independent accountants to verify such amounts, the Tax Indemnitee will provide to such independent accountants (for their confidential use and not to be disclosed to Lessee or any other person) all information reasonably necessary for such verification.
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Verification of Calculations. Tower Operator may timely request that any Tax Indemnity Notice be verified by a nationally recognized independent accounting firm or a lease advisory firm selected by Tower Operator and reasonably acceptable to such Tax Indemnitee. Such verification shall be at Tower Operator’s expense unless such accounting firm determines that the amount payable by Tower Operator is more than five percent less than the amount shown on the Tax Indemnity Notice, in which event the Tax Indemnitee shall pay such costs. In order to enable such independent accountants to verify such amounts, the Tax Indemnitee shall provide to such independent accountants (for their confidential use and not to be disclosed to Tower Operator or any other person) all information reasonably necessary for such verification.
Verification of Calculations. At the request of Lessee, the accuracy of any calculation of the amount or amounts payable to a Taxing Authority or a Tax Indemnified Party pursuant to this Section 16 shall be verified by independent public accountants selected by such Tax Indemnified Party and reasonably satisfactory to Lessee, and such verification shall be binding on both the Tax Indemnified Party and Lessee. In order, and to the extent necessary, to enable such independent accountants to verify such amounts, such Tax Indemnified Party shall provide to such independent accountants (for their confidential use and not to be disclosed to Lessee or any other person) all information reasonably necessary for such verification. Such verification shall be at the expense of Lessee.
Verification of Calculations. At a Tax Indemnifying Party’s request, the accuracy of any calculation of amount(s) payable pursuant to this Schedule 7.4B shall be verified by independent public accountants selected by the Tax Indemnitee Party and reasonably satisfactory to Tax Indemnifying Party and such verification shall bind such Tax Indemnitee Party and such Tax Indemnifying Party. In order, and to the extent necessary, to enable such independent accountants to verify such amounts, such Tax Indemnitee Party shall provide to such independent accountants (for their confidential use and not to be disclosed to a Tax Indemnifying Party or any other person) all information (other than its tax returns and workpapers) reasonably necessary for such verification, including any computer program, related files, or reports used by such Tax Indemnitee Party in originally determining a Tax or Inclusion. Verification shall be at the expense of Tax Indemnifying Party, unless, as the result of such verification, the Tax Indemnitee’s calculation of the applicable amount payable is adjusted by 3% or more in favor of Tax Indemnifying Party, in which case the expense shall be borne by such Tax Indemnitee. SCHEDULE 18.3
Verification of Calculations. At Lessee’s request, the accuracy of any calculation of amount(s) payable pursuant to this Schedule 19.2 shall be verified by independent public accountants selected by Lessor and reasonably satisfactory to Lessee, and such verification shall bind Lessor and Lessee. In order, and to the extent necessary, to enable such independent accountants to verify such amounts, Lessor shall provide to such independent accountants (for their confidential use and not to be disclosed to Lessee or any other person) all information reasonably necessary for such verification, including any computer program, related files, or reports used by Lessor in originally calculating Basic Rent, Termination Values or other Taxes. Verification shall be at the expense of Lessee, unless, as the result of such verification, Lessor’s calculation of the applicable amount payable is adjusted by 3% or more (or, in the case of an adjustment of the Basic Rent, the net present value of the Rent as calculated by Lessor is adjusted by more than five basis points) in favor of Lessee, in which case the expense shall be borne by Lessor. TO THE FACILITY LEASE NOTICE INFORMATION If to Lessor: Elm Road Generating Station Supercritical, LLC c/o W.E. Power LLC 000 X. Xxxxxxxxx Xxxxxx Xxxxx 000 Xxxxxxxxx, XX 00000 Telephone: (000) 000-0000 Facsimile: (000) 000-0000 Attn: Xxx Xxxxxxxx, Vice President and General Manager If to Lessee: Wisconsin Electric Power Company 000 X. Xxxxxxx Street Milwaukee, WI 53203 Telephone: (000) 000-0000 Facsimile: (000) 000-0000 Attn: Xxxxxx X. Xxxxx, Vice President - Commodity Resources SCHEDULE 22.7(g) TO THE FACILITY LEASE RATING AGENCY DOWNGRADES SUBSEQUENT TO A TRANSFER Ratings Downgrade Within ninety (90) days of the consummation of a Transfer under the terms of Section 22.7(c) from the Lessor to an Acceptable Assignee (other than an Affiliate), if Wisconsin Electric Power Company (“WEPCO”) has not subleased all or any portion of the Leased Facility under the terms of Section 22.7(f) and if either of the Rating Agencies downgrade the lowest rated credit rating of WEPCO and expressly state that the reason for the downgrade was the Transfer, then in WEPCO’s next base rate case proceeding the revenue requirement for any short-term or future new issue long-term debt will be assumed, for ratemaking purposes, to have interest rates priced at the rating prior to the downgrade. If, for any other reason whatsoever, WEPCO’s lowest rated credit rating is subsequently further downgra...
Verification of Calculations. TowerCo may timely request that any Tax Indemnity Notice be verified by Ernst & Young or another nationally recognized independent accounting firm selected by TowerCo and reasonably acceptable to such Tax Indemnitee. Such verification shall be at TowerCo's expense unless such accounting firm determines that the amount payable by TowerCo is more than ten percent less than the amount shown on the Tax Indemnity Notice, in which event the Tax Indemnitee shall pay such costs. In order to enable such independent accountants to verify such amounts, the Tax Indemnitee shall provide to such independent accountants (for their confidential use and not to be disclosed to TowerCo or any other person) all information reasonably necessary for such verification.
Verification of Calculations. At Lessee’s request, the accuracy of any calculation of amount(s) payable pursuant to this Schedule 19.2 shall be verified by independent public accountants selected by Lessor and reasonably satisfactory to Lessee, and such verification shall bind Lessor and Lessee. In order, and to the extent necessary, to enable such independent accountants to verify such amounts, Lessor shall provide to such independent accountants (for their confidential use and not to be disclosed to Lessee or any other person) all information reasonably necessary for such verification, including any computer program, related files, or reports used by Lessor in originally calculating Basic Rent, Termination Values or other Taxes. Verification shall be at the expense of Lessee, unless, as the result of such verification, Lessor’s calculation of the applicable amount payable is adjusted by 3% or more (or, in the case of an adjustment of the Basic Rent, the net present value of the Rent as calculated by Lessor is adjusted by more than five basis points) in favor of Lessee, in which case the expense shall be borne by Lessor. TO THE FACILITY LEASE NOTICE INFORMATION If to Lessor: Elm Road Generating Station Supercritical, LLC c/o W.E. Power LLC 000 X. Xxxxxxxxx Xxxxxx Xxxxx 000 Xxxxxxxxx, XX 00000 Telephone: (000) 000-0000 Facsimile: (000) 000-0000 Attn: Xxx Xxxxxxxx, Vice President and General Manager If to Lessee: Wisconsin Electric Power Company 000 X. Xxxxxxx Street Milwaukee, WI 53203 Telephone: (000) 000-0000 Facsimile: (000) 000-0000 Attn: Xxxxxx X. Xxxxx, Vice President- Commodity Resources TO THE FACILITY LEASE RATING AGENCY DOWNGRADES SUBSEQUENT TO A TRANSFER Ratings Downgrade Within ninety (90) days of the consummation of a Transfer under the terms of Section 22.7(c) from the Lessor to an Acceptable Assignee (other than an Affiliate), if Wisconsin Electric Power Company (“WEPCO”) has not subleased all or any portion of the Leased Facility under the terms of Section 22.7(f) and if either of the Rating Agencies downgrade the lowest rated credit rating of WEPCO and expressly state that the reason for the downgrade was the Transfer, then in WEPCO’s next base rate case proceeding the revenue requirement for any short-term or future new issue long-term debt will be assumed, for ratemaking purposes, to have interest rates priced at the rating prior to the downgrade. If, for any other reason whatsoever, WEPCO’s lowest rated credit rating is subsequently further downgraded by one or both...
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Verification of Calculations. Norwest shall provide Shareholders with an itemized statement in reasonable detail (substantiated to the reasonable satisfaction of Shareholders) certified by an officer of Norwest, to support all requests for indemnification under this Tax Agreement.
Verification of Calculations. The Buyer shall have 30 days after the delivery by Seller of the calculation of the Closing Date Balance Sheet to verify the calculations, and Seller shall cooperate with Buyer to support and document such calculation and lists. In the event Buyer does not object to any such calculation or list within such 30 day period, then it shall become final and binding on the parties hereto. If Buyer objects to any portion of such calculation or list, it shall notify the Seller within such 30 day period, and the Seller and the Buyer will attempt to resolve such dispute, but if they are unable to do so within 10 days after delivery of any such objection and any unresolved aspects represent an amount in excess of $5,000, the parties will submit the unresolved aspects to the Atlanta office of KPMG Peat Marwick or another mutually satisfactory "Big Six" accounting firm to resolve the dispute and make a determination binding on the parties hereto. If any such unresolved aspect represents an amount equal to or less than $5,000, Seller's calculation shall be binding on the parties hereto. The fees and expenses charged by the accounting firm used to resolve any dispute pursuant to this subsection shall be shared one-half by Seller and one-half by Buyer.

Related to Verification of Calculations

  • Proration of calculations If less than total program funding is subject to interest calculation procedures, the resulting interest liability calculations shall be prorated to 100% of program funding.

  • Verifications If Partner acquires Red Hat Products and/or Services directly from Red Hat, during the Term and for at least two (2) years thereafter, Partner will keep and maintain commercially reasonable written records regarding Partner’s use and distribution of the Red Hat Products and Services and business activities related to the Program(s) ("Records"). Red Hat may, at its own expense, verify the Records to determine Partner’s compliance with this Agreement. This verification may take the form of requests for information, documents or records (to which Partner will respond promptly), on-site visits (for which Partner shall grant Red Hat the requisite access), or both. The Parties will act reasonably and cooperate with each other in respect of such verifications. Any on-site visit will occur during regular business hours and will not interfere unreasonably with Partner’s business. For an on-site visit, Red Hat will give Partner at least thirty (30) day’s prior written notice.

  • Verification of Accounts Agent shall have the right, at any time or times hereafter, in Agent's name or in the name of a nominee of Agent, to verify the validity, amount or any other matter relating to any Accounts, by mail, telephone, telegraph or otherwise and in any event to sign any Borrower's name on any verification of Accounts and notices thereof to Account Debtors. Prior to the occurrence of a Default or Event of Default, Agent shall give the applicable Borrower telephonic or written notice prior to any such verification.

  • Verification of Deposits 7.1. Within twenty-­‐four (24) hours after receiving each Deposit or corrected Deposit, Escrow Agent must verify the format and completeness of each Deposit and deliver to ICANN a notification generated for each Deposit. Reports will be delivered electronically using the API described in draft-­‐xxxxxx-­‐icann-­‐registry-­‐interfaces, see Part A, Section 9, reference 5 of this Specification.

  • DELIVERY OF CALCULATIONS On or before November 1 of each year for which this Agreement is effective, the Third Party appointed pursuant to Section 4.3 of this Agreement shall forward to the Parties a certification containing the calculations required under this Article IV, Article V, Article VI, of this Agreement in sufficient detail to allow the Parties to understand the manner in which the calculations were made. The Third Party shall simultaneously submit his, her, or its invoice for fees for services rendered to the Parties, if any fees are being claimed, which fee shall be the sole responsibility of the District, but subject to the provisions of Section 4.8, below. Upon reasonable prior notice, the employees and agents of the Applicant shall have access, at all reasonable times, to the Third Party’s calculations, records, and correspondence pertaining to the calculation and fee for the purpose of verification. The Third Party shall maintain supporting data consistent with generally accepted accounting practices, and the employees and agents of the Applicant shall have the right to reproduce and retain for purpose of audit, any of these documents. The Third Party shall preserve all documents pertaining to the calculation until four (4) years after the Final Termination Date of this Agreement. The Applicant shall not be liable for any of the Third Party’s costs resulting from an audit of the Third Party’s books, records, correspondence, or work papers pertaining to the calculations contemplated by this Agreement.

  • Calculation of Charges Contractor shall provide an invoice to the City on a monthly basis for goods delivered and/or Services completed in the immediate preceding month, unless a different schedule is set out in Appendix B, “Calculation of Charges.” Compensation shall be made for goods and/or Services identified in the invoice that the City, in his or her sole discretion, concludes has been satisfactorily performed. In no event shall the amount of this Agreement exceed [insert whole dollar amount in numbers and words -- no pennies and no “.00”]. The breakdown of charges associated with this Agreement appears in Appendix B, “Calculation of Charges.” A portion of payment may be withheld until conclusion of the Agreement if agreed to by both Parties as retainage, described in Appendix B. In no event shall City be liable for interest or late charges for any late payments. City will not honor minimum service order charges for any services covered by this Agreement.

  • Verification Procedure (1) The signature file of each processed file is validated.

  • Certain Calculations Unless otherwise specified herein, the following provisions shall apply:

  • Verification Bank may, from time to time, verify directly with the respective Account Debtors the validity, amount and other matters relating to the Accounts, either in the name of Borrower or Bank or such other name as Bank may choose.

  • Calculations All calculations under this Section 3 shall be made to the nearest cent or the nearest 1/100th of a share, as the case may be. For purposes of this Section 3, the number of shares of Common Stock deemed to be issued and outstanding as of a given date shall be the sum of the number of shares of Common Stock (excluding treasury shares, if any) issued and outstanding.

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