Determination of Payment. (i) If for any calendar year ending or commencing within the Term, Tenant’s Proportionate Share of Direct Costs for such calendar year exceeds Tenant’s Proportionate Share of Direct Costs for the Base Year, then Tenant shall pay to Landlord, in the manner set forth in Sections 3(d)(ii) and (iii), below, and as Additional Rent, an amount equal to the excess (the “Excess”).
Determination of Payment. (i) Landlord shall give Tenant a yearly expense estimate statement (the “Estimate Statement”) which shall set forth Landlord’s reasonable estimate (the “Estimate”) of what the total amount of Direct Costs for the then-current calendar year shall be and Tenant’s Proportionate Share thereof (including, Tenant’s Adjusted Share, if any). The failure of Landlord to timely furnish the Estimate Statement for any calendar year shall not preclude Landlord from subsequently enforcing its rights to collect any Estimated Excess under this Article 3, once such Estimated has been determined by Landlord; however, Landlord shall use reasonable efforts to provide the Estimate Statement on or before June 30 of the following calendar year. Tenant shall pay, with its next installment of monthly Basic Rental due, a fraction of the Estimate for the then-current calendar year (reduced by any amounts paid pursuant to the last sentence of this Section 3(d)(i)). Such fraction shall have as its numerator the number of months which have elapsed in such current calendar year to the month of such payment, both months inclusive, and shall have twelve (12) as its denominator. Until a new Estimate Statement is furnished, Tenant shall pay monthly, with the monthly Basic Rental installments, an amount equal to one-twelfth (1/12) of the total Estimate set forth in the previous Estimate Statement delivered by Landlord to Tenant.
Determination of Payment. (i) For each calendar year ending or commencing within the Term, Tenant shall pay to Landlord, in the manner set forth in Sections 3(d)(ii) and (iii), below, and as Additional Rent, an amount equal to Tenant’s Proportionate Share of Direct Costs.
Determination of Payment. In the case of a Termination Event, ------------------------ as defined in Section 4, the Bank shall pay to Executive upon the effective date of termination a severance payment ("Severance Payment") in an amount equal to two times the amount of Executive's then-current annual base salary in addition to all salary and benefits earned through such termination date. In such event, all future provisions regarding restricted stock awards or vesting requirements regarding options shall lapse or be considered completed as of the effective date of the termination.
Determination of Payment. (i) If for any calendar year ending or commencing within the Term, Tenant’s Proportionate Share of Direct Costs for such calendar year exceeds Tenant’s Proportionate Share of Direct Costs for the Base Year, then Tenant shall pay to Landlord, in the manner set forth in Sections 3(d)(ii) and (iii), below, and as Additional Rent, an amount equal to the excess (the “Excess”). Notwithstanding anything herein to the contrary, Tenant shall not be obligated to pay any Excess during the first twelve (12) months of the initial Term.
Determination of Payment. If for any calendar year ending or commencing within the Term, Tenant's Proportionate Share of Direct Costs for such calendar year exceeds Tenant's Proportionate Share of Direct Costs for the Base Year, then Tenant shall pay to Landlord, in the manner set forth in Sections 3(d)(ii) and (iii), below, and as additional rent, an amount equal to the excess (the "Excess"). Landlord shall give Tenant a yearly expense estimate statement (the "Estimate Statement") which shall set forth Landlord's reasonable estimate (the "Estimate") of what the total amount of Direct Costs for the then-current calendar year shall be and the estimated Excess (the "Estimated Excess") as calculated by comparing Tenant's Proportionate Share of Direct Costs for such calendar year, which shall be based upon the Estimate, to Tenant's Proportionate Share of Direct Costs for the Base Year. The failure of Landlord to timely furnish the Estimate statement for any calendar year shall not preclude Landlord from enforcing its rights to collect any Estimated Excess under this Article 3. If pursuant to the Estimate Statement an Estimated Excess is calculated for the then-current calendar year, Tenant shall pay, with its next installment of Monthly Basic Rental due, a fraction of the estimated Excess for the then-current calendar year reduced by any amounts paid pursuant to the last sentence of this Section 3(d)(ii)). Such fraction shall have as its numerator the number of months which have elapsed in such current calendar year to the month of such payment, both months inclusive, and shall have twelve (12) as its denominator. Until a new Estimate Statement is furnished, Tenant shall pay monthly, with the Monthly Basic Rental installments, an amount equal to one-twelfth (1/12th) of the total Estimated Excess set forth in the previous Estimate Statement delivered by Landlord to Tenant. In addition, Landlord shall endeavor to give to Tenant on or before the first day of April following the end of each calendar year, a statement (the "Statement") which shall state the Direct Costs incurred or accrued for such preceding calendar year, and which shall indicate the amount, if any, of the Excess. Upon receipt of the Statement for each calendar year during the Term, if amounts paid by Tenant as Estimated Excess are less than the actual Excess as specified on the Statement, Tenant shall pay, with its next installment of Monthly Basic Rental due, the full amount of the Excess for such calendar year, less the...
Determination of Payment. The actual payment to each QF for the period is determined by one of the following methods:
Determination of Payment. Any amount of Damages incurred by the Indemnified Persons and owed to the Indemnified Persons on account of a claim for Damages, determined pursuant to the foregoing provisions of this Section 11.5, will be payable to the Indemnified Persons (i) first, out of the Escrow Shares (or the cash proceeds thereof) then held by Escrow Agent, and the forfeited Escrow Shares will be taken from and forfeited by the Charts Shareholders pro rata in proportion to their respective percentage interests in the Escrow Shares (or cash proceeds thereof) as set forth on an attachment to the Escrow Agreement and (ii) second, out of the Indemnity Shares and any Indemnity Proceeds; provided that in lieu of forfeiture of such Escrow Shares or Indemnity Shares, a Charts Shareholder or Principal Shareholder may elect to pay cash to the Indemnified Persons or, if applicable, the Escrow Agent, in an amount equal to the value of the Indemnity Shares or, if applicable, the Escrow Shares, which would have been forfeited on account of such claim for Damages. For purposes of determining the number of Indemnity Shares shall be reduced, or if applicable, Escrow Shares to be distributed to a Charts Shareholder paying cash in satisfaction of claims for Damages hereunder, such shares shall be deemed to have a per share value equal to the MarketWatch Closing Price Per Share. Other than with respect to valuation of Indemnity Shares or, if applicable, Escrow Shares, to be distributed to a Charts Shareholder on account of cash payments described above, for purposes of this Agreement, Indemnity Shares, or if applicable, Escrow Shares, will be deemed to have a per share value equal to the greater of (i) the MarketWatch Closing Price Per Share, or (ii) the MarketWatch Subsequent Price Per Share, as adjusted to reflect any Capital Change (the "SETTLEMENT PRICE"). The number of Indemnity Shares or, if applicable, Escrow Shares, to be forfeited by Charts Shareholders and transferred to MarketWatch in satisfaction of a claim for Damages will be the amount of such Damages divided by the Settlement Price.
Determination of Payment. (i) Landlord shall give Tenant a yearly expense estimate statement (the "Estimate Statement") which shall set forth Landlord's reasonable estimate (the "Estimate") of what the total amount of Direct Costs for the then-current calendar year shall be and Tenant's Proportionate Share thereof. Tenant shall pay, within thirty (30) days after receipt of the Estimate Statement, a fraction of the Estimate for the then-current calendar year (reduced by any amounts paid pursuant to the last sentence of this Section 3(d)(i)). Such fraction shall have as its numerator the number of months which have elapsed in such current calendar year to the month of such payment, both months inclusive, and shall have twelve (12) as its denominator. Until a new Estimate Statement is furnished, Tenant shall pay monthly, with the Monthly Basic Rental installments, an amount equal to one-twelfth (1/12th) of the total Estimated Direct Costs set forth in the previous Estimate Statement delivered by Landlord to Tenant.
Determination of Payment. In the case of a Termination Event, as defined in Section 4, the Bank shall pay to Executive a severance payment (“Severance Payment”) in an amount equal to the amount of Executive’s then-current annual base salary in addition to all salary and benefits earned through the effective date of Executive’s termination, and vesting of all stock options and lapse of all restrictions with respect to restricted stock awards shall occur. The severance benefit, vesting and lapse of all restrictions described in the preceding sentence shall be paid and shall occur, respectively, (i) in the case of a Termination Event described in paragraph 4.1, upon the effective date of termination, and (ii) in the case of a Termination Event described in paragraph 4.2, upon the effective date of the Change in Control. Notwithstanding any other provision herein, if the payment under this Section, either alone or together with other payments for benefits which the Executive has the right to receive from the Bank, would constitute a “parachute payment” as defined in Section 280G of the Internal Revenue Code of 1986, as amended (“Code”), such Severance Payment shall be reduced to the largest amount as will result in no portion of the Severance Payment under this Section 2.1 being subject to the excise tax imposed by Section 4999 of the Code. The determination of any reduction in the Severance Payment under this Section, pursuant to the foregoing provision shall be made by the Bank, in good faith, and such determination shall be conclusive and binding on the Executive. Also not withstanding any other provision herein, if the Executive is deemed to be a “Specified Employee” as defined herein, then payment of his or her benefits under Section 4.1 that is payable because Executive’s employment terminates as set forth in Section 4.1, shall be delayed until six months and one day after the date the benefit under Section 4.1 is payable, unless Executive dies between such date and the payment date at which time all such benefits shall then commence. Benefits otherwise payable during the six months and one day payment delay shall be paid in one lump sum without interest on or shortly after the expiration of the six month and one day period.
