OVERPAYMENT OF PURCHASES Sample Clauses

OVERPAYMENT OF PURCHASES. Without limiting any other remedies available to OSOS, Contractor shall reimburse OSOS for any overpayments inconsistent with the terms of this Contract, at a rate of 125% of such overpayments, found as a result of the examination of the Contractor’s records.
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OVERPAYMENT OF PURCHASES. Without limiting any other remedy available to DSHS, Contractor shall reimburse DSHS for any overpayments inconsistent with the terms of this Contract, at a rate of 125% of such overpayments, found as a result of the examination of the Contractor’s records.
Sample 1
OVERPAYMENT OF PURCHASES. Without limiting any other remedy available to Enterprise Services, Contractor shall reimburse Enterprise Services for any overpayments inconsistent with the terms of this Contract, at a rate of 125% of such overpayments, found as a result of the examination of the Contractor’s records.
Sample 1
OVERPAYMENT OF PURCHASES. Without limiting any other remedy available to WBC, Contractor shall reimburse WBC for any overpayments inconsistent with the terms of this Contract, at a rate of 125% of such overpayments, found as a result of the examination of the Contractor’s records.
Sample 1
OVERPAYMENT OF PURCHASES. Without limiting any other remedy available to WAC, Contractor shall reimburse WAC for any overpayments inconsistent with the terms of this Contract, at a rate of 125% of such overpayments, found as a result of the examination of the Contractor’s records.
Sample 1
OVERPAYMENT OF PURCHASES. Without limiting any other remedy available to BVFF, Contractor shall (a) reimburse BVFF for any overpayments inconsistent with the terms of this Contract, at a rate of 125% of any such overpayments, found as a result of the examination of Contractor’s records; Provided, however, that, in the event Contractor timely discovers and corrects any BVFF overpayment and does so prior to the initiation of any audit, Contractor shall be entitled to reimburse BVFF or pay to BVFF the actual amount of such BVFF overpayment.
Sample 1
OVERPAYMENT OF PURCHASES. Without limiting any other remedy available to the WSIB, Contractor shall reimburse the WSIB for any overpayments inconsistent with the terms of this Contract, at a rate of 125% of such overpayments, found as a result of the examination of the Contractor’s records.
Sample 1
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Related to OVERPAYMENT OF PURCHASES

  • Payment of Purchase Price The Purchase Price shall be paid as follows:

  • Allocation of Purchase Price The parties agree that the Final Purchase Price shall be allocated between the U.S. Interests (the “U.S. Purchase Price”) and the Canadian Equity Securities (the “Canadian Purchase Price”) as mutually determined in good faith by the Sellers and the Purchasers (the “Entity-Level Purchase Price Allocation”). The parties also agree that the purchase and sale of the U.S. Interests shall be treated for U.S. federal income tax purposes as the purchase by U.S. Purchaser and the sale by U.S. Seller of all of the assets of U.S. Target. Not later than forty-five (45) days after the Closing Date, Sellers shall provide to Purchasers their determination of the Entity-Level Purchase Price Allocation in a manner consistent with Section 5.18(h) of the Disclosure Letter. Within fifteen (15) days after receipt of the proposed Entity-Level Purchase Price Allocation, Purchasers shall notify Sellers in writing if they disagree with such proposed allocation and, in the event of disagreement, the parties shall make a good faith attempt to reach an agreement. If the parties are unable to reach agreement regarding the Entity-Level Purchase Price Allocation, all unresolved items that remain in dispute shall be submitted to a jointly selected internationally recognized accounting firm, the costs of which will be borne equally by the Sellers and Purchasers. Such accounting firm shall resolve all items in dispute in a manner consistent with Section 5.18(h) of the Disclosure Letter. The proposed allocation as revised to reflect the resolutions of such accounting firm shall be the Entity-Level Purchase Price Allocation. Not later than ninety (90) days after the Closing Date, Sellers shall provide to Purchasers (i) an allocation of the U.S. Purchase Price and any liabilities of the U.S. Target and its Subsidiaries other than Xxxxxxx Products, Inc. (to the extent treated as liabilities for U.S. federal income tax purposes) among the assets of U.S. Target (including the stock of DST Output Electronic Solutions, Inc., DST Mailing Services, Inc., DST Output East, LLC, DST Output West, LLC, Lateral Group NA, LLC and Xxxxxxx Products, Inc. and the assets of DST Output Central, LLC) and (ii) an allocation of the Canadian Purchase Price and any liabilities of Canadian Target (to the extent treated as liabilities for U.S. federal income tax purposes) among the assets of Canadian Target, each allocation in (i) and (ii) in a manner that complies with the requirements of the Section 1060 of the Code and the Treasury Regulations promulgated thereunder (the “Purchase Price Allocation”). Within fifteen (15) days after receipt of the proposed Purchase Price Allocation, Purchasers shall notify Sellers in writing if they disagree with such proposed allocation and, in the event of disagreement, the parties shall make a good faith attempt to reach an agreement. If the parties are unable to reach agreement regarding the Purchase Price Allocation, all unresolved items that remain in dispute shall be submitted to a jointly selected internationally recognized accounting firm, the costs of which will be borne equally by the Sellers and Purchasers. The proposed allocation as revised to reflect the resolutions of such accounting firm shall be the Purchase Price Allocation. The parties shall cooperate in preparing, executing, and filing with each Tax Authority all required information returns, including filing with the Internal Revenue Service all necessary information returns required by Section 1060 of the Code. The Entity-Level Purchase Price Allocation and the Purchase Price Allocation shall be final, conclusive, and binding on each party and Purchasers and Sellers shall each timely file Internal Revenue Service Form 8594 (Acquisition Statement under Code Section 1060) and all federal, state, local and foreign Tax Returns in accordance with such allocations. In the event that the Final Purchase Price is determined, or any other adjustment to the Preliminary Purchase Price or Final Purchase Price for Tax reporting purposes is made under this Agreement after delivery of the Purchase Price Allocation, Sellers and Purchasers shall mutually revise the Entity-Level Purchase Price Allocation, the Purchase Price Allocation and the 338(h)(10) Allocations accordingly. The Purchase Price Allocation, as finally determined, shall be used in preparing Internal Revenue Service Form 8883 for purposes of Section 5.18(i) of this Agreement. In the event that any Tax Authority disputes the Entity-Level Purchase Price Allocation, the Purchase Price Allocation, or any of the 338(h)(10) Allocations, Sellers or Purchasers, as the case may be, shall promptly notify the other party in writing of the nature of such dispute.

  • Taxation of Purchases All State purchases must be invoiced tax free. An exemption certificate will be furnished upon request with respect to otherwise taxable items.

  • THE PURCHASER AND PAYMENT OF PURCHASE PRICE 8.1 Immediately after the fall of the hammer and upon being declared the successful purchaser of the Property, the Purchaser shall execute the memorandum attached hereto (`the Memorandum’).

  • Repayment of Overpayments 17.1 Any salary overpayments will be repaid to the employer within a reasonable period of time.

  • Term of Purchased Subscriptions The term of each subscription shall be as specified in the applicable Order Form. Except as otherwise specified in an Order Form, subscriptions will automatically renew for additional periods equal to the expiring subscription term or one year (whichever is shorter), unless either party gives the other notice of non-renewal at least 30 days before the end of the relevant subscription term. The per-unit pricing during any renewal term will increase by up to 7% above the applicable pricing in the prior term, unless Xxxxxx provides Customer notice of different pricing at least 60 days prior to the applicable renewal term. Except as expressly provided in the applicable Order Form, renewal of promotional or one-time priced subscriptions will be at Xxxxxx’x applicable list price in effect at the time of the applicable renewal. Notwithstanding anything to the contrary, any renewal in which subscription volume for any Services has decreased from the prior term will result in repricing at renewal without regard to the prior term’s per-unit pricing.

  • Overpayments Contractor promptly shall refund to Purchaser the full amount of any erroneous payment or overpayment. Such refunds shall occur within thirty (30) calendar days of written notice to Contractor; Provided, however, that Purchaser shall have the right to elect to have either direct payments or written credit memos issued. If Contractor fails to make timely refunds of overpayment(s) (either directly or by credit memo), Contractor shall pay Purchaser interest at the rate of one percent (1%) per month on the amount overdue thirty (30) calendar days after notice to Contractor.

  • PURCHASE PRICE & PAYMENT The total Purchase Price for the Property is the amount of the successful bid for the parcel at public auction.

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