Payout Schedule. (a) The Company shall deliver to Parent (i) at least two (2) Business Days prior to the Closing Date, a schedule (the “Cash Consideration Payout Schedule”) showing the allocation among the Company Equity Holders of the Cash Consideration calculated in accordance with Section 2.2(b), (ii) at least two (2) Business Days prior to the Closing Date, a schedule (the “Equity Consideration Payout Schedule”) showing the allocation among the Company Equity Holders of the Estimated Equity Consideration calculated in accordance with Section 2.2(b), (iii) at least two (2) Business Days prior to the date such amount is payable, a schedule (the “Adjustment Amount Payout Schedule”) showing the allocation among the Company Equity Holders of the Remaining Amount or Excess Amount (and the Adjustment Escrow Property deliverable in connection therewith), if any, calculated in accordance with Section 2.2(b) and Section 2.5, (iv) at least two (2) Business Days prior to the date such amount is payable, a schedule (the “NCP Contingent Payment Remaining Amount Payout Schedule”) showing the allocation among the Company Equity Holders of the NCP Contingent Payment Remaining Amount, if any, calculated in accordance with Section 2.2(b) and Section 2.5 and (v) at least two (2) Business Days prior to the date such amount is payable, a schedule (the “Earn Out Payout Schedule”) showing the allocation among the Company Equity Holders of the Earned Earn Out Units, if any, calculated in accordance with Section 2.2(b) and Section 2.6 and (vi) at least two (2) Business Days prior to the date such amount is payable a Schedule (the “Additional Escrow Payout Schedule”) showing the allocation among the Company Equity Holders of the Additional Escrow Remaining Amount, if any, calculated in accordance with Section 2.2(b). Each of the schedules described in clauses (i) through (vi) above shall be calculated in a manner consistent with the Estimated Closing Adjustment Statement, as it may be adjusted prior to the Closing in accordance with Section 2.5(a). No fractional shares of Surviving Pubco Common Stock or fractional Surviving Company Membership Units shall be issued pursuant to this Agreement and each Company Equity Holder who would otherwise be entitled to a fraction of a share of Surviving Pubco Common Stock or Surviving Company Membership Unit (after aggregating all fractional shares of Surviving Pubco Common Stock or Surviving Company Membership Units, as applicable, that otherwise would be re...
Payout Schedule. When Event Organizers start processing payments from Registrants, they will not receive their first payout until 7–10 days after the first successful payment is received. The first payout usually takes a little longer in order to establish the payment processor account. Subsequent payouts are then processed according to the Event Organizer’s account payout schedule. Payouts of an Event Organizer’s available account balance are made daily and contain payments processed two business days prior (i.e., payments are available two days after they are processed). For example, payments received on a Tuesday are paid out by Thursday, and payments received on a Friday are paid out by Tuesday.
Payout Schedule. To SM Energy’s Knowledge, Exhibit B identifies each Well that is subject to a change of ownership at payout or other contractual trigger at payout, and the reduced interest of SM Energy therein, subject to any Permitted Encumbrances. Schedule 3.16 identifies the payout status for each Well as of June 1, 2016, for Xxxxx operated by SM Energy and as of the most recent statement received from the operator of each Well not operated by SM Energy. Other than as identified on Schedule 3.16, since October 1, 2016, SM Energy has not elected or been deemed to have elected to “non-consent,” or failed to participate in, the drilling or reworking of a Well, any seismic program or any other operation which would cause SM Energy to lose or forfeit any interests in the Xxxxx constituting part of the Assets under any applicable operating agreement.
Payout Schedule. The Bank will disburse funds to the User’s bank account according to the schedule the User selects (daily, weekly, or monthly). Users may request ad-hoc settlement at any time, by ACH transfer or by paper check. Regardless of the disbursement schedule selected by the User, the Bank will transfer funds to the User’s bank account no more than thirty (30) days after funds settle to the Bank, subject to any Reserve, as defined below, imposed under Section 14 below. If the Bank cannot transfer the funds to the User’s bank account (due to inaccurate or obsolete bank account information entered by the User, or for any other reason), PayRom may refund the funds to the Purchaser or escheat them pursuant to Section 23 below. Neither the Bank, PayRom, nor the Purchaser will have any liability to User for funds so refunded or escheated. Settlements to a bank account may be limited or delayed based on Your perceived risk and history with PayRom. If You would like to request an increase to Your settlement limit, please contact PayRom Support. Upon receiving this request, PayRom will conduct a review of Your account. PayRom will consider a variety of factors in making this decision and will make this determination at its sole discretion. Should PayRom need to investigate or resolve any pending dispute related to Your Account, the Bank may defer payout or restrict access to Your funds for the entire time it takes Us to do so. The Bank may also defer payout or restrict access to Your funds as required by law or court order, or if otherwise requested by law enforcement or governmental entity. Furthermore, if PayRom or the Bank suspects future Chargebacks or disputes because of Transactions to Your Account, the Bank may defer payout and/or restrict access to Your funds until PayRom or the Bank reasonably believes, in their sole discretion, that the risk of receiving a Chargeback or dispute has passed. All settlements to Users are subject to review for risk and compliance purposes and can be delayed or postponed at PayRom’s sole discretion.
Payout Schedule. The term "Payout Schedule" refers to the time it takes for us to initiate settlement to your Payout Account. You will have the ability to withdraw the funds to your Payout Account at any time after internal account reviews are completed (usually within 24 hours after the transaction time), manually or automatically. We reserve the right to change the Payout Schedule or to suspend settlement to you at any time. Examples of situations where we may do so are: (i) where there are pending, anticipated, or excessive Disputes, Refunds, or Reversals; (ii) in the event that we suspect or become aware of suspicious activity; (iii) any relevant Payment Method Acquirer or a Payment Method Provider is in default where such default relates to a failure of any such Payment Method Acquirer or a Payment Method Provider to settle the funds related to your Transaction to us; or (iv) where we are required by Applicable Laws. We have the right to withhold settlement to your Payout Account (including upon termination of this Agreement) if we reasonably determine that we may incur losses resulting from credit, fraud, or other legal risks associated with your Merchant Account, Payment Method Acquirer or Payment Method Provider. If we exercise our right to withhold a settlement for any reason, we will communicate the general reason for withholding the settlement unless we are legally not permitted to do so.
Payout Schedule. Your Award will vest and you will receive cash payments in accordance with the schedule in your Grant Summary (“Award Payments”). Dell shall make an Award Payment as soon as administratively practical following the vesting date; provided that in no event shall any Award Payment be paid later than the fifteenth day of the third month following the end of the calendar year with respect to which the Award Payment was earned and not subject to forfeiture. Other than termination of Employment due to death or Permanent Disability (as defined in the Plan), your eligibility to receive an Award Payment is conditioned upon your continued Employment. If your Employment is terminated by reason of your death or Permanent Disability, your Award fully vests and Dell shall make your Award Payment as soon as administratively practical following your death or Permanent Disability. As used herein, the term “Employment” means your regular full-time or part-time employment with Dell or any of its consolidated Subsidiaries or affiliates, and the term “Employer” means Dell (if you are employed by Dell) or the consolidated Subsidiary or Affiliate of Dell that employs you. The total amount of your Award listed in your Grant Summary is denominated in U.S. dollars. Award Payments will be converted from U.S. dollars into your local currency prior to your payment date in accordance with Dell policy.
Payout Schedule. I elect to have the Shares distributed to me after the deferral period as follows: o lump sum; or o _______ equal annual installments (maximum of 5)[, with the first installment commencing on the calendar date specified above or the separation from the Board, whichever is applicable pursuant to Section 1 of this Election Form, and each subsequent installment thereafter paid on the anniversary of such specified calendar date or separation from the Board, whichever is applicable pursuant to Section 1 of this Election Form]. THIS ELECTION IS IRREVOCABLE AFTER DECEMBER 31, 20XX. OMH WILL PROVIDE YOU WITH A NEW ELECTION FORM FOR ANY FUTURE AWARDS UNDER THE PLAN. ACCORDINGLY, YOU MUST SUBMIT A NEW ELECTION FORM WITH RESPECT TO FUTURE AWARDS UNDER THE PLAN. I agree that this election is binding on me and my successors in interest. Also, I have read and understand this form and authorize OMH and its duly authorized representatives to take all necessary actions to implement the election made. DATED this ___ day of ___________________, 201_ ____________________________________________
Payout Schedule. Attainment of Plan % of Salary Awarded -------------------- ------------------- 130% 100% 125% 90% 115% 80% 100% 50% 90% 35% 80% 15% 75% 0% Results within the stated ranges will be scaled.
Payout Schedule. (a) No later than two (2) Business Days prior to the Closing Date, the Company shall prepare and deliver (A) to Buyer a schedule showing (i) the number of Company Shares to be outstanding immediately prior to the Effective Time, (ii) the grant or issuance dates for such Company Shares and (iii) the owners thereof, which schedule shall be complete and accurate in all respects and (B) based on such schedule and the calculations set forth in the Estimated Closing Statement, to Buyer and the Exchange Agent a schedule, in a form reasonably acceptable to Buyer (the “Payout Schedule”) showing (i) the Applicable Percentage of the Closing Merger Consideration (divided into cash and Buyer Shares) to be distributed to each Pre-Closing Holder in respect of its Company Shares, (ii) the Applicable Percentage of each Pre-Closing Holder for purposes of determining any subsequent payments of Merger Consideration pursuant to the terms of this Agreement and (iii) the amount of Taxes (if any) required to be deducted or withheld under applicable Law with respect to such payments. Buyer shall be entitled to review, and the Company shall consider in good faith the reasonable comments of Buyer on, the draft Payout Schedule. Such Payout Schedule (as modified for any reasonable comments of Buyer) shall be final, binding and conclusive upon all Pre-Closing Holders. Buyer, the Surviving Corporation and the Exchange Agent and their respective Affiliates shall have no liability to any current, former or alleged Pre-Closing Holder for relying on or paying the Merger Consideration in accordance with the Payout Schedule.
Payout Schedule. Upon Retirement, the Employee will receive a payout schedule that is computed in accordance with the foregoing.
