Pass Through Service definition
Examples of Pass Through Service in a sentence
Each Pass-Through Service is subject to the terms and conditions of an agreement between the applicable Provider Entity and the Provider of such Pass Through Service (a “Pass-Through Agreement”), and Recipient shall comply with the terms of the applicable Pass-Through Agreement.
In the event there are amounts due as part of the Pass Through Service Fees in excess of the estimated monthly Pass Through Services Fee, Sublandlord shall invoice the same to Subtenant and Subtenant shall pay to Sublandlord such amounts within thirty (30) days after receipt of such invoice.
Commencing on the Commencement Date, Subtenant shall pay, as Sublease Additional Rent, Subtenant’s Proportionate Share of all Direct Expenses payable by Sublandlord under the Prime Lease, the Pass Through Service Fees and the Lab Equipment Fees.
Except as provided herein, including with respect to the Pass Through Service Fees and the Lab Equipment Fees, the determination and adjustment of Subtenant’s Proportionate Share of Direct Expenses payable hereunder shall be made in accordance with the following procedures, in accordance with Article 4 of the Prime Lease.
Monthly installment of the estimated Pass Through Service Fee shall paid at the same times and in the same manner as Base Rent except as otherwise expressly stated herein.
If the monthly installment of any revised Estimated Pass Through Service Fee Service is greater than the monthly installment of the estimate for the previous calendar year, Subtenant shall pay to Sublandlord within thirty (30) days of the receipt of such notice, an amount equal to the difference of such monthly installment multiplied by the number of full and partial calendar months of such year preceding the delivery of such notice.
Notwithstanding anything to the contrary, Subtenant shall not be responsible for Pass Through Service Fee attributable to any calendar year which are first billed to Subtenant more than [***] after the earlier of the [***].
Notwithstanding anything to the contrary, the Pass Through Service Fee shall exclude, and Subtenant shall have no obligation pay to, any costs or sums (a) which are duplicative of any expenses paid by Subtenant (including without limitation any Direct Expenses or costs paid under a separate agreement), (b) which result from a breach or default by Sublandlord under the Prime Lease except to the extent caused by Subtenant’s breach or default of this Sublease, and (c) which are otherwise paid by Subtenant.
Sublandlord shall give to Tenant within ninety (90) days following the end of each calendar year, a statement (the “Pass Through Service Fee Statement”) which shall state the actual Pass Through Service Fee for such preceding calendar year (including a breakdown of such costs on a line-by-line basis), and which shall indicate the amount of Subtenant’s Proportionate Share of the Pass Through Service Fee.
In the event the actual amount of the Pass Through Service Fee for such calendar year exceeds the total estimated Pass Through Service Fee payments made by Subtenant for such calendar year based on the Pass Through Service Fee Statement, then Subtenant will pay to Sublandlord Subtenant’s Proportionate Share of such amounts within thirty (30) days after receipt of the Pass Through Service Fee Statement.