Shortfall Amount i. In the event that during any Determination Period Carrier fails to meet the Cargo Commitment, it shall not be an Event of Default hereunder (and PHA shall have no remedies other than its right to payment of the Shortfall) if Carrier pays to PHA the “Shortfall Amount” as hereinafter provided. If Carrier fails to pay the Shortfall as hereinafter provided, such failure shall constitute an Event of Default affording PHA all rights and remedies set forth herein. PHA shall determine and xxxx Xxxxxxx the Shortfall Amount for the previous Determination Period on or after January 1 and July 1 of each year and Carrier shall pay the Shortfall Amount by no later than thirty (30) days from the date of invoice.
Shortfall Amount. If at any time the Practice fails to timely pay amounts due to VRC pursuant to this Article 7, any such shortfall shall accrue interest (at the Prime Rate per annum, as published in the Wall Street Journal on the date such shortfall originates). The Practice expressly covenants and agrees to immediately repay the outstanding amount of all such shortfalls (and accrued, but unpaid interest) contemplated by this Section 7.3 upon the earlier of (i) the receipt of the Practice’s next available funds, or (ii) upon demand by VRC.
Shortfall Amount. On April 1, 2008 or as soon as reasonably practicable thereafter, GM shall deposit in the TAA $165 million (“Initial Shortfall Amount”) plus Interest on such amount from and including April 1, 2008 to, but excluding, the date of deposit. The Initial Shortfall Amount represents the Shortfall Amount payable to the TAA on April 1, 2008 as set forth in the Shortfall Amount column of the amortization schedule in Exhibit D to this Settlement Agreement. If prior to the Implementation Date any additional Shortfall Amount payment is required pursuant to Section 10 and the Shortfall Amount column of the amortization schedule in Exhibit D to this Settlement Agreement, such Shortfall Amount payment will also be made by GM to the TAA. At all times, these payments shall be subject to GM’s right to pre-fund all then-remaining Shortfall Amount payments by paying the applicable Buyout Amount set forth in the Shortfall Amount column of the amortization schedule in Exhibit D.
Shortfall Amount. Transfer to the New VEBA the assets in the TAA that represent the value in the TAA, as of the date of transfer to the New VEBA, of the Initial Shortfall Amount and any additional Shortfall Amount payment(s) described in Section 7.D of this Settlement Agreement made to the TAA and the investment returns thereon, net of expenses (but limited to those expenses that could be charged to the TAA under ERISA if the TAA was a plan subject to ERISA), or at GM’s option cash in lieu of some or all of these assets. Thereafter, subject to GM’s option to buy out the Shortfall Amount at any time, pay an annual Shortfall Amount to the New VEBA as described in Section 10 and Exhibit D to this Settlement Agreement.
Shortfall Amount. Section 10.9(b)........................................
Shortfall Amount. If the funds of PC are insufficient to reimburse Manager for any amounts due to Manager pursuant to this Agreement, any such shortfall shall be treated as a Credit Extension, as defined in and pursuant to the terms of that certain Loan Agreement dated the date hereof by and between PC and the Manager (the “Loan Agreement”) and shall accrue interest at a per annum rate equal to six percent (6.00%). PC expressly covenants and agrees to repay the outstanding amount of such loan (and accrued, but unpaid interest) contemplated by this Section 4.3 in accordance with the terms of the Loan Agreement. The Physician Owner, as the Officer, Director or current sole shareholder of PC, shall not have any personal responsibility for the repayment of such loan. Nothing in the preceding sentence negates, diminishes or otherwise alters the Physician Owner’s obligations and responsibilities under Section 8.12 of this Agreement.
Shortfall Amount. If the Base Invoice Amount is less than the total of the Modified Minimum Product Storage Reservation Fee, Minimum Product Throughput Fee, Minimum Product Additive and Blending Fee, Modified Minimum Asphalt Storage Reservation Fee, Minimum Asphalt Throughput Fee, and Minimum Asphalt Processing and Blending Fee for such month WRT shall also invoice WNR for such difference (the “Shortfall Amount”).
Shortfall Amount. If at any time the amount of Customers’ Total Outstanding Indebtedness exceeds the amount of Customers’ Maximum Allowable Indebtedness, Customers agree to pay immediately to IBM Credit an amount equal to such excess (“Shortfall Amount”) upon the earliest to occur of (a) demand for payment by IBM Credit, (b) the delivery of Customers’ Collateral Report, delivered in accordance with Paragraph 7.1, indicating such Shortfall Amount or (c) any Customer’s independent determination of such Shortfall Amount.
Shortfall Amount. All Shortfall Amounts shall be repaid by HEALTHCARE PRACTICE to Manager out of Surpluses in collected revenues in subsequent months. To the extent such Shortfall Amounts are not repaid in full out of Surpluses in collected revenues in subsequent months by the expiration or the earlier termination of this Agreement, HEALTHCARE PRACTICE shall pay to Manager the full amount of the unpaid Shortfall Amounts within thirty (30) days following the expiration or the earlier termination of this Agreement.
Shortfall Amount. If the Estimated Closing Merger Consideration exceeds the Final Closing Merger Consideration (such amount, the “Shortfall Amount”), then (i) the Seller Representative and Parent shall promptly (but in any event within five (5) Business Days thereof) instruct the Escrow Agent to pay to Parent out of the Purchase Price Adjustment Escrow Account such Shortfall Amount (up to the total amount then held in the Purchase Price Adjustment Escrow Account) by wire transfer of immediately available funds to an account designated by Parent and otherwise in accordance with the terms and provisions of the Escrow Agreement and (ii) if the funds held in the Purchase Price Adjustment Escrow Account are greater than the Shortfall Amount (such net amount, the “Residual Purchase Price Adjustment Escrow Amount”), then the Seller Representative and Parent shall promptly (but in any event within five (5) Business Days thereof) direct the Escrow Agent to distribute such amount for the benefit of the Sellers in accordance with their respective Pro Rata Shares as described in the following sentence. The amounts described in clause (ii) of the preceding sentence shall be distributed as follows: (A) the aggregate amount payable to the Shareholders (other than holders of Unvested Growth Shares) in accordance with their respective Pro Rata Shares shall be paid to the Paying Agent (or, if twelve months or more shall have elapsed since the Effective Time as of the date of such distribution by the Seller Representative, then such amounts shall be paid to Songsir or its nominee) for further distribution thereto in accordance with, and subject to, Section 2.8(e)(i) and (B) the aggregate amount payable to the holders of Options and Unvested Growth Shares in accordance with their respective Pro Rata Shares shall be paid to the Surviving Company for further distribution to such Optionholders and holders of Unvested Growth Shares in accordance with, and subject to, Section 2.8(d) and Section 2.8(e)(ii), as applicable.
