Costs of definition

Costs of implementation: The reasonable costs incurred in implementing and giving effect to any amendments agreed under Clauses 11.3 or 11.4 shall be borne by the Parties equally. The costs will be determined on a pass-through, open book basis. Costs that are excluded are: costs incurred by the Supplier at the date of the Amendment Notice in connection with assessing and mitigating against the Relevant Change Effect; and costs that the Supplier has incurred or will incur on any separate upgrade, modification or development of its systems that the Supplier is carrying out.
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Costs of. Year 2000" Modifications. The estimated costs to the Company and its Subsidiaries of "Year 2000" modifications to their computer systems and software do not exceed $100,000.
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Costs of. Year 2000" Modifications 13 3. Representations and Warranties of each Purchaser 13 3.1. Organization and Qualification 13 3.2. Due Authorization 13 3.3. Conflicting Agreements and Other Matters 14 3.4. Actions Pending; Compliance with Laws 14 3.5. Acquisition for Investment 14 3.6. Brokers or Finders 14 3.7. Accredited Investor 14 4. Registration, Exchange and Transfer of Notes 15 4.1. Authorized Denominations of Notes 15 4.2. The Note Register; Persons Deemed Owners 15 4.3. Issuance of New Notes Upon Exchange or Transfer 15 4.4. Lost, Stolen, Damaged and Destroyed Notes 15 5. Payment of Notes 15 5.1. Home Office Payment 15 5.2. Limitation on Interest 16 5.3. Interest 16 5.4. Business Day 16 6. Covenants of the Company 16 6.1. Payment of the Notes 16 6.2. Financial Covenants 16 6.3. Limitation on Senior Equity Securities 17 6.4. Merger; Purchase and Sale of Assets 18 6.5. Compliance with Laws 18 6.6. Limitation on Agreements 18 6.7. Preservation of Franchises and Existence 18 6.8. Insurance 19 6.9. Payment of Taxes and Other Charges 19 6.10. Effect of Certain Breaches 19 6.11. ERISA 20 6.12. Financial Statements and Other Reports 20 6.13. Inspection of Property 21 6.14. Rights of First Offer 21 6.15. Lost, Stolen, Damaged and Destroyed Stock Certificates 22 6.16. Related Party Transactions 22 6.17 Operations in Accordance with Business Plan. 23 6.18. Notice of Breach 23 7. Restrictions on Transfer 23 8. Events of Default and Remedies 23 8.1. Events of Default 23 8.2. Acceleration of Maturity 25 8.3. Other Remedies 25 8.4. Conduct Not a Waiver; Collection Expenses 26 8.5. Annulment of Acceleration 26 8.6. Remedies Cumulative 26 8.7. Limitations 26 9. Redemption. 27 9.1. Optional Redemption 27 9.2. Mandatory Redemption 27 9.3. Procedures for Partial Redemption 27 9.4. Change in Control 28 9.5. Redemption Procedures 28 10. Subordination of Notes 28 10.1. Subordination of Notes to Senior Indebtedness 28 10.2. Proofs of Claim of Holders of Senior Indebtedness; Voting 31 10.3. Rights of Holders of Senior Indebtedness Unimpaired 31 10.4. Effects of Event of Default 31 10.5. Company's Obligations Unimpaired 31 10.6. Subrogation 32 11. Interpretation. 32 11.1 Definitions. 32 11.2. Accounting Principles 37 12. Miscellaneous 37 12.1. Payments 37 12.2. Severability 37 12.3. Specific Enforcement 37 12.4. Entire Agreement 38 12.5. Counterparts 38 12.6. Notices and Other Communications 38 12.7. Amendments; Waivers 39 12.8. Cooperation 39 12.9. Successors and Assigns 40 1...
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Examples of Costs of in a sentence

  • Costs of disposal are incremental costs directly attributable to the disposal of an asset, excluding finance costs and income tax expense.

  • Costs of purchased inventory are determined after deducting rebates and discounts.

  • Costs of carrying and retaining undeveloped properties, such as delay rentals, ad valorem taxes on properties, legal costs for title defense, and the maintenance of land and lease records.

  • Costs of topographical, geographical and geophysical studies, rights of access to properties to conduct those studies, and salaries and other expenses of geologists, geophysical crews, and others conducting those studies.

  • Costs of labor to operate the wells and related equipment and facilities.

  • Costs of such contact procedures will be borne by the Contractor.

  • Costs of correcting such rejected Work, including additional testing and inspections, the cost of uncovering and replacement, and compensation for the Architect’s services and expenses made necessary thereby, shall be at the Contractor’s expense.

  • Costs of providing such information and documents shall be borne by the requesting Shareholder.

  • Custody, Brokerage, Transaction Costs of investing and disinvesting of the Fund Property.

  • Costs of any repairs performed for the purpose of placing the equipment in good operating condition shall be borne by the Contractor, if the equipment was under the Contractor's guarantee/warranty or maintenance responsibility prior to the effective date of the maintenance order.

Related to Costs of

  • Costs For any Person, any claims, losses, damages, penalties, fines, forfeitures, reasonable and necessary legal fees and related costs, judgments, and other costs and expenses of such Person.

  • Costs and fees means all reasonable pre-award expenses of the arbitration, including the arbitrators' fees, administrative fees, travel expenses, out-of-pocket expenses such as copying and telephone, court costs, witness fees and attorney's fees. Upon the request of a party, the arbitrators' award shall include findings of fact and conclusion of law. The arbitrators shall provide copies of such award to the parties. Any award may be entered by the prevailing party in any court of competent jurisdiction.

  • Costs of the Project means Recipient’s actual costs (including any financing costs properly allocable to the Project) that are (a) reasonable, necessary and directly related to the Project, (b) permitted by generally accepted accounting principles to be Costs of the Project, and (c) are eligible or permitted uses of the Financing Proceeds under applicable state or federal statute and rule.

  • Related Expenses means any and all costs, liabilities, and expenses (including, without limitation, losses, damages, penalties, claims, actions, reasonable attorney's fees, legal expenses, judgments, suits and disbursements) reasonably incurred by, or imposed upon, or asserted against, Lender in any attempt by Lender:

  • Expenses shall include all direct and indirect costs, fees and expenses of any type or nature whatsoever, including, without limitation, all reasonable attorneys’ fees and costs, retainers, court costs, transcript costs, fees of experts, witness fees, travel expenses, fees of private investigators and professional advisors, duplicating costs, printing and binding costs, telephone charges, postage, delivery service fees, fax transmission charges, secretarial services and all other disbursements, obligations or expenses in connection with prosecuting, defending, preparing to prosecute or defend, investigating, being or preparing to be a witness in, settlement or appeal of, or otherwise participating in, a Proceeding (as defined below), including reasonable compensation for time spent by Indemnitee for which he or she is not otherwise compensated by the Company or any third party. Expenses also shall include Expenses incurred in connection with any appeal resulting from any Proceeding (as defined below), including without limitation the principal, premium, security for, and other costs relating to any cost bond, supersedeas bond, or other appeal bond or its equivalent. Expenses, however, shall not include amounts paid in settlement by Indemnitee or the amount of judgments or fines against Indemnitee.

  • Fees means all amounts payable pursuant to, or referred to in, Section 4.1.

  • Fees and Expenses means the fees and expenses, including Anticipated Fees, incurred by SongVest for its time and effort to place the Proceed Rights into the Offering and market the Units and Proceed Rights to the general public. Fees and Expenses include, without limitation, legal and other regulator costs related to completing the Offering memorandum and closing. Anticipated Fees are outlined in Schedule B, though actual Fees and Expenses may differ.

  • Production Costs means those costs and expenditures incurred in carrying out Production Operations as classified and defined in Section 2 of the Accounting Procedure and allowed to be recovered in terms of Section 3 thereof.

  • Overhead means those amounts which are intended to recover a proportion of the Supplier’s or the Key Sub-Contractor’s (as the context requires) indirect corporate costs (including financing, marketing, advertising, research and development and insurance costs and any fines or penalties) but excluding allowable indirect costs apportioned to facilities and administration in the provision of Supplier Personnel and accordingly included within limb (a) of the definition of “Costs”;

  • Cleanup costs means expenses (including but not limited to legal and professional fees) incurred in testing for, monitoring, cleaning up, removing, containing, treating, neutralizing, detoxifying or assessing the effects of Pollutants.

  • Remediation Costs means the cost of any action taken to reduce the concentration of contaminants on, in or under the Eligible Property to permit a record of site condition to be filed in the Environmental Site Registry under section 168.4 of the Environmental Protection Act and the cost of complying with any certificate of property use issued under section 168.6 of the Environmental Protection Act, as further specified in the CIP.

  • Direct Costs means the sum of the following:

  • Legal Costs means, with respect to any Person, (a) all reasonable fees and charges of any counsel, accountants, auditors, appraisers, consultants and other professionals to such Person, (b) the reasonable allocable cost of internal legal services of such Person and all reasonable disbursements of such internal counsel and (c) all court costs and similar legal expenses.

  • Soft Costs means the costs of professional work and fees, interim costs, financing fees and expenses, syndication costs, soft costs and Developer’s fees as shown in the Applicant’s properly completed UniApp, Section C - Uses of Funds. Soft Costs do not include operating or replacement reserves.

  • Transportation Costs means costs of travel as a fare paying passenger in any Common Carrier Conveyance other than a taxicab.

  • Costs and Expenses means any actual, provable, reasonable, customary and direct out-of-pocket costs and expenses incurred by such Fund. Costs and Expenses shall not include, and in no event shall BNY Mellon be liable under this Agreement for, any lift-out expenses or platform development costs for the successor service provider or any wind-down costs of the Fund or any Fund Affiliate, including, without limitation, non-cancelable payments or termination charges regarding hosting and/or any other subcontracted services. The Fund must provide BNY Mellon with written evidence of the Costs and Expenses before BNY Mellon is obligated to pay them. The Fund also has a duty to mitigate, and must exercise its duty to mitigate, such Costs and Expenses.

  • Legal Expenses means the fees, costs and expenses of any kind incurred by any Person indemnified herein and its counsel in investigating, preparing for, defending against or providing evidence, producing documents or taking other action with respect to any threatened or asserted Claim.

  • Exploration Costs means costs incurred in identifying areas that may warrant examination and in examining specific areas that are considered to have prospects that may contain oil and gas reserves, including costs of drilling exploratory wells and exploratory type stratigraphic test wells. Exploration costs may be incurred both before acquiring the related property and after acquiring the property. Exploration costs, which include applicable operating costs of support equipment and facilities and other costs of exploration activities, are:

  • Reasonable Costs means the reasonable actual costs and expenses incurred by us in carrying out any further Audit under this Contract, including, but not limited to, reasonable travel and subsistence costs;

  • Transition Costs means the reasonable costs and expenses (including reasonable attorneys’ fees but excluding overhead) incurred or payable by the Successor Servicer in connection with the transfer of servicing (whether due to termination, resignation or otherwise), including allowable compensation of employees and overhead costs incurred or payable in connection with the transfer of the Receivable Files or any amendment to the Sale and Servicing Agreement required in connection with the transfer of servicing.

  • Training costs means reasonable costs incurred to upgrade the technological skills of Full-Time Employees in Illinois and includes: curriculum development; training materials (including scrap product cost); trainee domestic travel expenses; instructor costs (including wages, fringe benefits, tuition and domestic travel expenses); rent, purchase or lease of training equipment; and other usual and customary training cots. “Training costs” do not include, except where the Company receives prior written approval of the Department, costs associated with travel outside the United States, wages and fringe benefits of employees during periods of training, administrative costs related to Full-Time Employees of the Taxpayer, or amounts paid to an affiliate of the Company.

  • Relocation Costs means costs incurred in the relocation of the furniture, fixtures, equip- ment, machinery and supplies, including, but not limited to, the cost of dismantling and reassembling equipment and the cost of floor preparation necessary for the reassembly of the equipment. Relocation costs include only such costs that are incurred during the ninety-day period immediately following the commencement of the relocation to an eli- gible premises. Relocation costs do not include costs for structural or capital improve- ments or items purchased in connection with the relocation.

  • Overhead costs means the actual costs incurred or the estimated costs to be

  • Medical Expenses means those expenses that an Insured Person has necessarily and actually incurred for medical treatment on account of Illness or Accident on the advice of a Medical Practitioner, as long as these are no more than would have been payable if the Insured Person had not been insured and no more than other hospitals or doctors in the same locality would have charged for the same medical treatment.

  • Construction Costs means land costs, all costs paid to construct and complete the Improvements, as specified on Exhibit "B" attached hereto and made a part hereof.

  • Project Costs means all allowable costs, as set forth in the applicable Federal cost principles, incurred by a recipient and the value of the contribu- tions made by third parties in accom- plishing the objectives of the award during the project period.