3Contribution. Red Room Poetry will publish your poem (‘Contribution’) within the Writing Water chapbook 4Payment of Fee In consideration of your reproduction of the Contribution, RR will pay you a one-off fee (“Fee”) as set out in the Schedule, which includes payment for all of the rights you are granting to us under this Agreement. The Fee is exclusive of GST. If a supply under this agreement is subject to GST, the recipient must pay to the supplier an additional amount equal to the amount of the consideration multiplied by the applicable GST rate. The additional amount is payable at the same time as the consideration for the supply is payable or is to be provided. However, the additional amount need not be paid until the supplier gives the recipient a tax invoice. If the additional amount differs from the amount of GST payable by the supplier, the parties must adjust the additional amount. If a party is entitled to be reimbursed or indemnified under this agreement, the amount to be reimbursed or indemnified does not include any amount for GST for which the party is entitled to an input tax credit. 5Nature of relationship You are engaged as an independent poet, and not as an employee of RR. Discrimination, bullying and sexual harassment are unacceptable at RR and are unlawful. Agreements with contractors engaging in unlawful activities, discrimination, bullying or harassment will be terminated immediately. 6Confidentiality You must keep all Confidential Information strictly confidential and not disclose it to any person without RR’s prior consent or as required by law.
3Contribution. If the indemnification or advancement and reimbursement of expenses provided in this Agreement is either unavailable to any Beneficiary for any reason or insufficient to hold a Beneficiary harmless to the extent contemplated by this Agreement, then each Surety otherwise obligated to provide the indemnification or advancement and reimbursement of expenses shall contribute to the Beneficiary the amount paid or payable by the Beneficiary for which indemnification or advancement and reimbursement of expenses is unavailable or insufficient in that proportion, as appropriate, to reflect the relative economic benefit to be received by each Surety from the Transactions. If the foregoing contribution is not permitted by applicable law, the Sureties shall contribute to the amount paid or payable by the Beneficiary for which indemnification or advancement and reimbursement of expenses is unavailable or insufficient an amount that is appropriate to reflect, not only the relative economic benefits received or to be received by them from the Transactions, but also their relative fault in the event, matter, proposal, or transaction for which indemnification or the advancement and reimbursement of expenses is unavailable or insufficient.
3Contribution. To the extent that any Subsidiary Guarantor shall be required hereunder to pay any portion of any Guaranteed Obligation exceeding the greater of (a) the amount of the economic benefit actually received by such Subsidiary Guarantor from the Notes and other Obligations of each Holder and Purchaser Party and (b) the amount such Subsidiary Guarantor would otherwise have paid if such Subsidiary Guarantor had paid the aggregate amount of the Guaranteed Obligations (excluding the amount thereof repaid by the Sellers and any Guarantor that is not a Subsidiary Guarantor) in the same proportion as such Subsidiary Guarantor’s net worth on the date enforcement is sought hereunder bears to the aggregate net worth of all the Subsidiary Guarantors on such date, then such Subsidiary Guarantor shall be reimbursed by such other Subsidiary Guarantors for the amount of such excess, pro rata, based on the respective net worth of such other Subsidiary Guarantors on such date.
3Contribution. To the extent that any Guarantor shall be required hereunder to pay any portion of any Guaranteed Obligation exceeding the greater of (a) the amount of the value actually received by such Guarantor and its Subsidiaries from the Loans and other Obligations and (b) the amount such Guarantor would otherwise have paid if such Guarantor had paid the aggregate amount of the Guaranteed Obligations (excluding the amount thereof repaid by a Borrower that received the benefit of the funds advanced that constituted Guaranteed Obligations) in the same proportion as such Guarantor’s net worth on the date enforcement is sought hereunder bears to the aggregate net worth of all the Guarantors on such date, then such Guarantor shall be reimbursed by such other Guarantors for the amount of such excess, pro rata, based on the respective net worth of such other Guarantors on such date.
