Cooperation Costs definition

Cooperation Costs means reasonable fees and expenses incurred by the Named REIT in response to any correspondence from the SEC regarding any self-reported Securities Law Violation. Cooperation Costs exclude any: (i) compensation, benefit expenses, or overhead of any Insureds; (ii) Defense Costs; (iii) Investigation Costs; or (iv) Inquiry Costs.
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Cooperation Costs means reasonable fees, costs and expenses incurred by the Insured (other than Inquiry Costs) to respond to SEC inquiries and requests specific to a Regulatory Violation from the date the Regulatory Violation is self-reported to the SEC to the date of issuance of a Final Termination Notice; provided, however, that the Insurer will pay such Cooperation Costs only: (i) if any Insured engages in Cooperation, (ii) if such Cooperation results in Cooperation Credit and (iii) upon receipt of a Final Termination Notice of all inquiries applicable to all Insureds relating to the Regulatory Violation. Cooperation Costs will not include any compensation (including overtime compensation), remuneration, overhead, operating expenses, benefits or benefit expenses associated with any Insured.
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Examples of Cooperation Costs in a sentence

  • Any Post-Closing Cooperation Costs incurred in making such officers and employees available shall be paid by the Party requesting the availability of such Persons.

  • Any Post-Closing Cooperation Costs which are to be reimbursed shall be invoiced on a monthly basis, each invoice to be accompanied by a reasonably detailed breakdown and description of the Post-Closing Cooperation Costs.

  • The Parties agree that their respective obligations to pay Post-Closing Cooperation Costs may be set-off against each other; provided that any U.S. Affiliate Post-Closing Cooperation Costs may not be set-off but rather shall be paid to the Party or Affiliate that incurred the Post-Closing Cooperation Costs.

  • The Parties agree that notwithstanding any other provision of this Agreement, any Post-Closing Cooperation Costs incurred by a Party within 120 days of the Effective Date shall be for such Party’s account and there shall be no obligation of any other Party to reimburse such Party for such Post-Closing Cooperation Costs; provided that any U.S. Affiliate Post-Closing Cooperation Costs shall be reimbursed regardless of when incurred.

  • All Post-Closing Cooperation Costs relating to Insurance Administration and claimed with respect to the Cenovus Interests as contemplated by this Section 4.2(a) shall be borne by Subco; provided that, prior to incurring any material disbursement or engaging any agent with respect thereto, EnCana shall consult with Subco with respect to same.

  • The Parties agree that notwithstanding any other provision of this Agreement, any Post-Closing Cooperation Costs incurred by a Party within 120 days of the Effective Date shall be for such Party's account and there shall be no obligation of any other Party to reimburse such Party for such Post-Closing Cooperation Costs; provided that any U.S. Affiliate Post-Closing Cooperation Costs shall be reimbursed regardless of when incurred.

  • All Post-Closing Cooperation Costs relating to Insurance Administration and claimed with respect to the New FSV Interests as contemplated by this subsection 4.2(a) shall be borne by FSV Holdco; provided that, prior to incurring any material disbursement or engaging any agent with respect thereto, Colliers shall consult with New FSV with respect to same.

  • Any Post- Closing Cooperation Costs which are to be reimbursed pursuant to the express terms of this Agreement shall be invoiced on a monthly basis, each invoice to be accompanied by a reasonably detailed breakdown and description of the Post-Closing Cooperation Costs.

  • All Post-Closing Cooperation Costs relating to Insurance Administration and claimed with respect to the Crescita Interests as contemplated by this Section 5.2(a) shall be borne by Subco; provided that, prior to incurring any material disbursement or engaging any agent with respect thereto, Nuvo shall consult with Subco with respect to same.

  • The Parties agree that their respective obligations to pay Post-Closing Cooperation Costs may be set-off against each other.