UPA Payments definition

UPA Payments means the Contingent Payments and the Non-U.S. Licensing Earn-Out Payments, as such terms are defined in the Unit Purchase Agreement, including all reporting obligations related thereto.
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Examples of UPA Payments in a sentence

  • In the event Executive requests that such payments be made to UPA, the Company will coordinate directly with UPA regarding the appropriate mechanics for making the UPA Payments and Executive acknowledges that he will have no further rights or claims of any sort whatsoever to the UPA Payments and that the Company will have the right to withhold applicable taxes (if required) and other legally required deductions from the UPA Payments.

  • During the Term, Executive will receive a base salary equal to $240,000 per annum less the amount of UPA Payments (as defined below), payable in biweekly increments, subject to annual salary and performance review and potential salary increase at the sole discretion of the Company.

Related to UPA Payments

  • Earnout Payments has the meaning set forth in Section 2.2(a).

  • Earn-Out Payments has the meaning set forth in Section 2.3(a).

  • Delta Payment means as it is described in this Agreement.

  • Additional Payments means additional amounts required to be paid to a holder of any Note pursuant to Section 13 by reason of a Change in Tax Law; and a “Change in Tax Law” means (individually or collectively with one or more prior changes) (i) an amendment to, or change in, any law, treaty, rule or regulation of Canada after the date of the Closing, or an amendment to, or change in, an official interpretation or application of such law, treaty, rule or regulation after the date of the Closing, which amendment or change is in force and continuing and meets the opinion and certification requirements described below or (ii) in the case of any other jurisdiction that becomes a Taxing Jurisdiction after the date of the Closing, an amendment to, or change in, any law, treaty, rule or regulation of such jurisdiction, or an amendment to, or change in, an official interpretation or application of such law, treaty, rule or regulation, in any case after such jurisdiction shall have become a Taxing Jurisdiction, which amendment or change is in force and continuing and meets such opinion and certification requirements. No such amendment or change shall constitute a Change in Tax Law unless the same would in the opinion of the Company (which shall be evidenced by an Officer’s Certificate of the Company and supported by a written opinion of counsel having recognized expertise in the field of taxation in the Taxing Jurisdiction, both of which shall be delivered to all holders of the Notes prior to or concurrently with the Tax Prepayment Notice in respect of such Change in Tax Law) affect the deduction or require the withholding of any Tax imposed by such Taxing Jurisdiction on any payment payable on the Notes.

  • FILOT Payments means the amount paid or to be paid in lieu of ad valorem property taxes as provided herein.