ADJUSTING PAYMENT Sample Clauses

ADJUSTING PAYMENT. Based upon computations to be prepared by the effected Group and approved by the Tax Administrators and the Tax CPA, an adjusting payment equal to the difference between amounts previously paid with respect to estimated taxes for the Consolidated Return shall be made by one Group to the other on or before October 15, 1999 based on the Consolidated Return as filed.
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ADJUSTING PAYMENT. If (i) the proceeds received by one Party under Sxxx Xxx’x Insurance Policies exceed that Party’s Shared Percentage of the total coverage available under those Insurance Policies (the “Overallocated Party”), (ii) those Insurance Policies are exhausted by the claims of one or both of the Parties, and (iii) the other Party has Liabilities which cannot be paid under those Insurance Policies due to the exhaustion of those policies or because an insurer becomes insolvent (the “Underallocated Party”), then the Overallocated Party shall make a payment to the Underallocated Party in an amount which will result in the Underallocated Party having received, after taking into account actual insurance proceeds received by the Underallocated Party under the Sxxx Xxx Insurance Policies and any insolvent insurer distributions or guarantee fund payments and the adjusting payment (and previous adjusting payments made under this Section 2.5), proceeds equal to the lesser of (x) the Underallocated Party’s Shared Percentage of the total coverage or (y) the amount of Liabilities of the Underallocated Party. The Parties shall make adjusting payments under this Section 2.5 at any time and from time to time when there is an Underallocated Party. The requirement to make an adjusting payment under this Section shall terminate ten years after the Distribution Date, except with respect to any matters in dispute between the Parties at that time.
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ADJUSTING PAYMENT. If the Contico Interest Purchase Price adjustment represents an increase of the Contico Interest Purchase Price above $22,500,000, then (i) Contico shall be entitled to receive the entire escrow account and all earnings thereon, and (ii) the Buyer shall pay the amount of such increase by wire transfer of immediately available funds to such account(s) as Contico shall direct. If the Contico Interest Purchase Price adjustment results in the Contico Interest Purchase Price decreasing by the Maximum Decrease, then the Buyer shall be entitled to receive the entire escrow account and all earnings thereon. If the Contico Interest Purchase Price adjustment results in the Contico Interest Purchase Price decreasing by less than the Maximum Decrease, then (1) the Buyer shall be entitled to receive from the escrow account an amount equal to such decrease in Purchase Price, (2) Contico shall be entitled to receive the balance of the principal of the escrow account, and (3) the earnings shall be paid over to the parties in the same proportions as the principal is paid over. Any payment required to be made by a party under this Section 1.3(c), shall be made within three (3) business days after agreement on, or determination of, the Final Audited Financial Statements.
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ADJUSTING PAYMENT. (a) Within three (3) Business Days of the agreement or determination of the Purchase Price in accordance with Clause 3.3:
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ADJUSTING PAYMENT. Within *** of the end of each calendar quarter (commencing after Elan has made the first commercial sale of any Product), Elan shall calculate the amount of an additional payment from Elan to Ligand (if any) as follows: in respect of each Product and for the quantities supplied in each country of the Territory, Elan shall pay to Ligand the amount (if any) by which the product of the Net Sale Price and the relevant proportion for that Product set out in APPENDIX B exceeds the Floor Price in respect of the Product in each country of the Territory. Such adjusting payment shall be made within *** from the end of each calendar quarter (commencing after Elan has made the first commercial sale of any Product). For purposes of this calculation, the Net Sale Price shall be converted into US dollars at the mid-price exchange rate between the local currencies and the US dollar as published in THE FINANCIAL TIMES on the day on which such additional payment is calculated. For the *** Portions of this page have been omitted pursuant to a request for Confidential Treatment and filed separately with the Commission. avoidance of doubt, in no instance shall the result of these calculations cause a negative adjustment to the Floor Price.
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ADJUSTING PAYMENT. 10-11 5. Ownership Rights............................................................................ 11-13 6. Site Licences and Licence Fees.............................................................. 13-17 7. Further Stations to be acquired, additional Stations to be shared and removal of Stations.................................................................................... 17-19 8. Operating Procedures Manual.....................................................................19 9. Capital Contributions for a Standard TV Station.................................................20 10. Sub-Licensing, Assignment and Cessation of Sharing...........................................20-29 11. Relocation or Sale of Station by Station Owner...............................................29-32 12. Other Broadcast Channels.....................................................................32-34 13. Assignment of this Agreement ................................................................34-36 14. Priority of Obligations......................................................................36-37 15. Disputes.....................................................................................37-38 16. Amendment/Variations............................................................................38 17.
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Related to ADJUSTING PAYMENT

  • Crediting Payments The receipt of any payment item by Agent shall not be required to be considered a payment on account unless such payment item is a wire transfer of immediately available federal funds made to Agent’s Account or unless and until such payment item is honored when presented for payment. Should any payment item not be honored when presented for payment, then Borrowers shall be deemed not to have made such payment and interest shall be calculated accordingly. Anything to the contrary contained herein notwithstanding, any payment item shall be deemed received by Agent only if it is received into Agent’s Account on a Business Day on or before 1:30 p.m. If any payment item is received into Agent’s Account on a non-Business Day or after 1:30 p.m. on a Business Day (unless Agent, in its sole discretion, elects to credit it on the date received), it shall be deemed to have been received by Agent as of the opening of business on the immediately following Business Day.

  • Corresponding Payment Each permanent reduction permitted pursuant to this Section shall be accompanied by a payment of principal sufficient to reduce the aggregate outstanding Revolving Credit Loans, Swingline Loans and L/C Obligations, as applicable, after such reduction to the Revolving Credit Commitment as so reduced, and if the aggregate amount of all outstanding Letters of Credit exceeds the Revolving Credit Commitment as so reduced, the Borrower shall be required to deposit Cash Collateral in a Cash Collateral account opened by the Administrative Agent in an amount equal to such excess. Such Cash Collateral shall be applied in accordance with Section 10.2(b). Any reduction of the Revolving Credit Commitment to zero shall be accompanied by payment of all outstanding Revolving Credit Loans and Swingline Loans (and furnishing of Cash Collateral satisfactory to the Administrative Agent for all L/C Obligations) and shall result in the termination of the Revolving Credit Commitment and the Swingline Commitment and the Revolving Credit Facility. If the reduction of the Revolving Credit Commitment requires the repayment of any LIBOR Rate Loan, such repayment shall be accompanied by any amount required to be paid pursuant to Section 5.9 hereof.

  • Invoicing; Payment Unless earlier invoiced as set forth in Section 2.3.3 or 2.3.4 above, NBC shall submit an invoice to DUSA upon shipment of Light Sources ordered by DUSA hereunder. All invoices shall be sent to the address specified in the purchase order or as otherwise instructed by DUSA in writing, and each such invoice shall state the aggregate and unit Price for Light Sources in a given shipment, [c.i.] to the purchase or shipment initially [c.i.]. All payments hereunder shall be made in U.S. dollars, by direct bank transfer to an account designated in NBC's invoice. Payment shall be due to NBC within [c.i.] from the date of an invoice issued hereunder; provided that payment made within [c.i.] of the foregoing shall be subject to a [c.i.] percent [c.i.] discount. Notwithstanding the foregoing, NBC shall invoice [c.i.] separately on a weekly basis as incurred and DUSA agrees to remit payment therefor within [c.i.]. In addition, such [c.i.] shall not be subject to the [c.i.] percent [c.i.] discount. Any late payment hereunder shall be subject to interest at the lesser of [c.i.] percent [c.i.] per month or [c.i.], on the number of days overdue.

  • Adjustment Payment If the Closing Working Capital exceeds the Target Working Capital, the Purchase Price shall be increased by the amount by which Closing Working Capital exceeds the Target Working Capital, and if the Closing Working Capital is less than the Target Working Capital, the Purchase Price shall be decreased by the amount by which Closing Working Capital is less than the Target Working Capital. In addition to the foregoing adjustment, (i) the Purchase Price shall be decreased by an amount equal to the Debt Amount and (ii) the Purchase Price shall be increased by an amount equal to the Closing Eligible Capital Expenditures. The Purchase Price as so increased or decreased under this Section 2.03(c) shall hereinafter be referred to as the “Adjusted Purchase Price”. If the Closing Date Payment is less than the Adjusted Purchase Price, Purchaser shall, and if the Closing Date Payment is more than the Adjusted Purchase Price, Seller shall, within 10 Business Days after the Statement becomes final and binding on the parties, make payment by wire transfer in immediately available funds in an amount equal to the absolute value of the difference between the Adjusted Purchase Price and the Closing Date Payment to one or more accounts designated in writing at least two Business Days prior to such payment by the party entitled to receive such payment, plus interest thereon at a rate of 5% per annum, calculated on the basis of the actual number of days elapsed divided by 365, from and including the Closing Date to but excluding the date of payment.

  • Tax Payment In the event it shall be determined that any ----------- payment (other than the payment provided for in this Section 10(a)) or ----- distribution of any type to or for the benefit of the Executive, by the Company, any Affiliate of the Company, any Person who acquires ownership or effective control of the Company or ownership of a substantial portion of the Company's assets (within the meaning of Section 280G of the Internal Revenue Code of 1986, as amended (the "Code"), and the regulations thereunder) or any Affiliate of such Person, whether paid or payable or distributed or distributable pursuant to the terms of this Agreement or otherwise (the "Total Payments"), is or will be subject to the excise tax imposed by Section 4999 of the Code or any interest or penalties with respect to such excise tax (such excise tax, together with any such interest and penalties, are collectively referred to as the "Excise Tax"), then the Executive shall be entitled to receive a payment in an amount equal to the Excise Tax imposed upon the Total Payments; provided, however that the Total -------- ------- Payments shall be reduced (but not below zero) if and to the extent that a reduction in the Total Payments would result in the Executive retaining a larger amount, on an after-tax basis (taking into account federal, state and local income taxes and the Excise Tax) than if the Executive received the entire amount of such Total Payments and the amount equal to the Excise Tax. Unless the Executive shall have given prior written notice specifying a different order to the Company to effectuate the foregoing, the Company shall reduce or eliminate the Total Payments by first reducing or eliminating the portion of the Total Payments which are not payable in cash and then by reducing or eliminating cash payments, in each case in reverse order beginning with payments or benefits which are to be paid the farthest in time from the Determination (as hereinafter defined). Any notice given by the Executive pursuant to the preceding sentence shall take precedence over the provisions of any other plan, arrangement or agreement governing the Executive's rights and entitlements to any benefits or compensation.

  • Rent Payment Tenant shall pay the Base Rent for the Premises and any additional rent provided herein without deduction or offset. Rent for any partial month during the lease term shall be prorated to reflect the number of days during the month that Tenant occupies the Premises. Additional rent means amounts determined under Section 19 of this Lease and any other sums payable by Tenant to Landlord under this Lease. Rent not paid when due shall bear interest at the rate of one-and-one-half percent per month until paid. Landlord may at its option impose a late charge of $.05 for each $1 of rent for rent payments made more than 10 days late in lieu of interest for the first month of delinquency, without waiving any other remedies available for default. Failure to impose a late charge shall not be a waiver of Landlord’s rights hereunder.

  • Closing Payment The Purchase Price, as adjusted by the application of the Deposit and by the prorations and credits specified herein, shall be paid, by wire transfer of immediately available federal funds (through the escrow described in Section 5 below), as and when provided in Section 5.2.2 below and in the “Escrow Agreement” (as hereinafter defined). The amount to be paid under this Section 3.2 is referred to herein as the “Closing Payment.”

  • Interim Payment Unless the Funding Date for a Loan is the first day of a calendar month, Borrower shall pay the per diem interest (accruing at the Loan Rate from the Funding Date through the last day of that month) payable with respect to such Loan on the first Business Day of the next calendar month.

  • Quarterly Payments If Tenant during any six (6) month period shall be more than five (5) days delinquent in the payment of any rent or other amount payable by Tenant hereunder on three (3) or more occasions, then, notwithstanding anything herein to the contrary, Landlord may, by written notice to Tenant, elect to require Tenant to pay all Base Monthly Rent and Additional Rent quarterly in advance. Such right shall be in addition to and not in lieu of any other right or remedy available to Landlord hereunder or at law on account of Tenant's default hereunder

  • Adjustment Payments At least annually, and more frequently throughout the year if mutually agreed to by the parties, an adjustment payment shall be made by the appropriate party in order that the payments remitted by LIA to each Fund with respect to the previous fiscal year shall equal the Excess Amount for that Fund.

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