Accounting Provisions Sample Clauses

Accounting Provisions. All accounting terms used but not defined in this Agreement and/or any Ancillary Agreement shall have the respective meanings given to them in conformance with GAAP.

Accounting Provisions. All accounting terms used in this Agreement which are not expressly defined herein shall have the respective meanings given to them in accordance with GAAP, all computations shall be made in accordance with GAAP, and all balance sheets and other financial statements shall be prepared in accordance with GAAP. All financial or accounting calculations or determinations required pursuant to this Agreement, unless otherwise expressly provided, shall be made on a consolidated basis for the Borrower and its Subsidiaries.

Accounting Provisions. 9.1 The Trustee shall keep accurate and detailed records of all investments, receipts, disbursements, and all other transactions required to be made in the administration of the Trust Fund. 9.2 Within a reasonable time after the close of each fiscal year, or of any termination of the duties of the Trustee hereunder, the Trustee shall prepare and deliver to the Administrator an account of its acts and transactions as Trustee during such fiscal year or during such period from the close of the last fiscal year to the termination of the Trustee's duties, respectively, including a statement of the then current value of the Trust Fund. Any such account shall be deemed accepted and approved by the Administrator, and the Trustee shall be relieved and discharged, as if such account had been settled and allowed by a judgment or decree of a court of competent jurisdiction, unless protested by written notice to the Trustee within sixty (60) days of receipt thereof by the Administrator. 9.3 The Trustee or the Administrator shall have the right to apply at any time to a court of competent jurisdiction for judicial settlement of any account of the Trustee not previously settled as herein provided or for the determination of any question of construction or for instructions. In any such action or proceeding it shall be necessary to join as parties only the Trustee and the Administrator (although the Trustee may also join such other parties as it may deem appropriate), and any judgment or decree entered therein shall be conclusive.

Accounting Provisions. (a) All accounting terms not specifically or completely defined herein shall be construed in conformity with, and all financial data (including financial ratios and other financial calculations) required to be submitted pursuant to this Agreement shall be prepared in conformity with GAAP, applied on a consistent basis, as in effect from time to time and in a manner consistent with that used in preparing the audited financial statements required by Section 6.2, except as otherwise specifically prescribed herein. Notwithstanding the foregoing, (i) for purposes of determining compliance with any covenant (including the computation of any financial covenant) contained herein, Indebtedness of the Borrower and its Restricted Subsidiaries shall be deemed to be carried at 100% of the outstanding principal amount thereof, and the effects of FASB ASC 825 and FASB ASC 470-20 on financial liabilities shall be disregarded, (ii) all references herein to consolidated financial statements of the Borrower and its Subsidiaries or the Borrower and its Restricted Subsidiaries or to the determination of any amount or calculation for the Borrower and its Subsidiaries or the Borrower and its Restricted Subsidiaries that is to be provided, made or determined on a consolidated basis (or any similar reference) shall, in each case, be deemed to exclude each Excluded VIE (and the Indebtedness and results of operations thereof) notwithstanding that the Borrower is required or permitted to consolidate such Excluded VIE pursuant to FASB ASC 810 or any similar accounting principle having the effect of requiring or permitting the consolidation of any variable interest entity and (iii) there shall be excluded from any financial calculations hereunder or under any other Loan Document (A) the net income, cash and Cash Equivalents and assets of any Unrestricted Subsidiary, Excluded VIE or Qualified Joint Venture, except to the extent that such net income or cash is actually paid in cash, or such Cash Equivalents or assets are actually distributed, to the Borrower or any of its Restricted Subsidiaries (that is not also a Qualified Joint Venture) by dividend or other distribution prior to such date (including, without limitation (but without duplication), in the form of fees paid in connection with a Station Servicing Arrangement) and (B) any Indebtedness of a Qualified Joint Venture unless and until the net income of such Qualified Joint Venture is included pursuant to clause (iii)(A) of this ...

Accounting Provisions. Delta shall retain all revenues (including, without limitation, passenger, cargo, mail, food, beverage and duty-free services or any other revenue including, without limitation, any guaranteed or incentive payments from airport, local or municipal authorities in connection with scheduling flights to such airport or locality, Essential Air Service subsidies or any federal funds payments) in connection with the operation of the Delta Connection Flights. Operator shall promptly remit to Delta all monies with respect to all airline ticket sales, on-board sales, baggage charges, passenger charges, cargo sales and all other revenue collected by Operator or any agent or employee of Operator in connection with the operation of the Aircraft (including credit card transactions). On each of the 7th, 14th, 21st and 28th day of each month (or if not a business day, on the following business day) after operation of the initial Delta Connection Flight, Delta will advance to Operator twenty-five percent (25%) of the estimated monthly Direct Costs (excluding Aircraft Sublease Expense that is deducted herefrom in payment of Rent pursuant to the terms of the Aircraft Subleases) (the “Base Compensation”). Such payment shall be made via wire transfer or through the Airline Clearing House (the “Clearing House”), in Delta’s discretion (but in any event on the dates set forth above) or, if any such payment from Delta is not paid on such dates, then in Operator’s discretion. In computing the amount of the advance, Delta will use the projected fuel costs, and the estimated number of weekly revenue block hours, departures and passengers. The reimbursement of Aircraft Sublease Expense in respect of each Aircraft shall be due and payable each month on the date that Rent in respect of such Aircraft under the respective Aircraft Sublease is due and payable. Within thirty (30) days following the end of each month, Delta and Operator will reconcile the actual Direct Costs (excluding Aircraft Sublease Expense that is deducted herefrom in payment of Rent pursuant to the terms of the Aircraft Subleases) incurred by Operator for the Base Compensation, the final operating results (including actual performance in the Performance Categories) of, and actual revenue block hours flown by, Operator with the estimated payments made pursuant to the previous paragraph. Within five (5) business days of completing such reconciliation, Delta or Operator, as the case may be, shall pay, via wire transfer or...

Accounting Provisions. The unit operator shall pay in the first instance all costs and expenses incurred in conducting unit operations hereunder, and such costs and expenses and the working interest benefits accruing hereunder shall be apportioned among the owners of the unitized working interests in accordance with an operating agreement entered into by and between the unit operator and the owners of such interests, whether one or more, separately or collectively. Any agreement or agreements entered into between the working interest owners and the unit operator as provided in this section, whether one or more, are herein referred to as the "Operating Agreement". No such agreement shall be deemed either to modify any of the terms and conditions of this unit agreement or to relieve the unit operator of any right or obligation established under this unit agreement and in case of any inconsistencies or conflict between this unit agreement and the operating agreement, this unit agreement shall prevail.

Accounting Provisions. Except as otherwise expressly provided herein, all terms of an accounting or financial nature shall be construed in accordance with U.S. GAAP, as in effect from time to time; provided that in the event that any Accounting Change occurs and such change would result in a change in the method of calculation of covenants, standards or terms as determined in good faith by the Company, then at the Company’s election, upon written notice of the Company to the Trustee, such covenants, standards or terms shall be calculated prior to giving effect to such Accounting Change as if such Accounting Change had not occurred. KOSMOS ENERGY LTD. By: /s/ N▇▇▇ ▇. ▇▇▇▇ Name: N▇▇▇ ▇. ▇▇▇▇ Title: SVP, Chief Financial Officer KOSMOS ENERGY OPERATING By: /s/ N▇▇▇ ▇. ▇▇▇▇ Name: N▇▇▇ ▇. ▇▇▇▇ Title: Director and Vice President KOSMOS ENERGY INTERNATIONAL By: /s/ N▇▇▇ ▇. ▇▇▇▇ Name: N▇▇▇ ▇. ▇▇▇▇ Title: Director and Vice President KOSMOS ENERGY DEVELOPMENT By: /s/ N▇▇▇ ▇. ▇▇▇▇ Name: N▇▇▇ ▇. ▇▇▇▇ Title: Director and Vice President KOSMOS ENERGY GHANA HC By: /s/ N▇▇▇ ▇. ▇▇▇▇ Name: N▇▇▇ ▇. ▇▇▇▇ Title: Director and Vice President KOSMOS ENERGY EQUATORIAL GUINEA By: /s/ N▇▇▇ ▇. ▇▇▇▇ Name: N▇▇▇ ▇. ▇▇▇▇ Title: Director and Vice President [Signature page to Indenture for 8.750% Senior Notes due 2031] KOSMOS ENERGY GHANA INVESTMENTS By: /s/ N▇▇▇ ▇. ▇▇▇▇ /s Name: N▇▇▇ ▇. ▇▇▇▇ Title: Director and Vice President KOSMOS ENERGY GHANA HOLDINGS LIMITED By: /s/ N▇▇▇ ▇. ▇▇▇▇ Name: N▇▇▇ ▇. ▇▇▇▇ Title: Director and Vice President KOSMOS ENERGY FINANCE INTERNATIONAL By: /s/ N▇▇▇ ▇. ▇▇▇▇ Name: N▇▇▇ ▇. ▇▇▇▇ Title: Director and Vice President KOSMOS ENERGY GOM HOLDINGS, LLC By: /s/ N▇▇▇ ▇. ▇▇▇▇ Name: N▇▇▇ ▇. ▇▇▇▇ Title: Manager and Vice President KOSMOS ENERGY GULF OF MEXICO, LLC By: /s/ N▇▇▇ ▇. ▇▇▇▇ Name: N▇▇▇ ▇. ▇▇▇▇ Title: Manager and Vice President KOSMOS ENERGY GULF OF MEXICO MANAGEMENT, LLC By: /s/ N▇▇▇ ▇. ▇▇▇▇ Name: N▇▇▇ ▇. ▇▇▇▇ Title: Manager and Vice President KOSMOS ENERGY GULF OF MEXICO MANAGEMENT, LLC By: /s/ N▇▇▇ ▇. ▇▇▇▇ Name: N▇▇▇ ▇. ▇▇▇▇ Title: Manager and Vice President [Signature page to Indenture for 8.750% Senior Notes due 2031] KOSMOS ENERGY GULF OF MEXICO OPERATIONS, LLC By: /s/ N▇▇▇ ▇. ▇▇▇▇ Name: N▇▇▇ ▇. ▇▇▇▇ Title: Manager and Vice President [Signature page to Indenture for 8.750% Senior Notes due 2031] WILMINGTON TRUST, NATIONAL ASSOCIATION, AS TRUSTEE By: /s/ N▇▇▇▇▇ ▇. ▇▇▇▇▇▇ Name: N▇▇▇▇▇ ▇. ▇▇▇▇▇▇ Title: Vice President [Signature page to Indenture for 8.750% Senior Notes due 2031] CIR...

Accounting Provisions. Except as otherwise expressly provided herein, all terms of an accounting or financial nature shall be construed in accordance with IFRS, as in effect from time to time; provided that, in the event that any Accounting Change occurs and such change results in a change in the method of calculation of financial covenants, standards or terms, as determined in good faith by the Company, then, upon the written notice of the Company to the Trustee, such financial covenants, standards or terms shall be calculated on the same basis as calculated prior to giving effect to such Accounting Change and as if such Accounting Change had not occurred. Any such election with respect to such Accounting Change may not thereafter be changed.

Accounting Provisions. 1. OMP shall keep or cause to be kept, in accordance with generally accepted accounting principles, books, records and accounts covering its operations applicable to this Agreement and containing all information necessary for the accurate determination of amounts payable hereunder. OMP also agrees to permit, at AVON’s expense, a certified public accountant to examine, no more than twice per year, and during regular business hours, such books, records and accounts as may be necessary to determine the completeness and accuracy of accounting reports required to be made hereunder. If a discrepancy of more than [***] percent [***] is found, such examination shall be at the expense of OMP. 2. Within thirty (30) days after the end of each calendar quarter, any part of which is within the Term of this Agreement. OMP shall deliver to AVON a report in writing, certified by an officer of OMP, setting forth in reasonable detail the number of Products sold by OMP and the gross sales and Net Sales of Products during such calendar quarter. Such report shall be made whether or not OMP has sold Products during such quarter. Each such quarterly report shall be accompanied with payment of royalty due, if THE SYMBOL [***] IS USED TO INDICATE THAT A PORTION OF THE EXHIBIT HAS BEEN OMITTED AND FILED SEPARATELY WITH THE COMMISSION, CONFIDENTIAL TREATMENT HAS BEEN REQUESTED WITH RESPECT TO THE OMITTED PORTION. any, to AVON in respect of OMP’s activities during the period for which such report is made. OMP, at AVON’s request, shall also provide to AVON an annual summary within forty-five (45) days after the completion of each of OMP’s fiscal years, prepared by such accounting firm which at the time shall be used by OMP as its auditors, attesting to the number of Products sold by OMP and the gross sales and Net Sales of Products in that fiscal year. 3. Whenever for the purpose of calculating royalties, conversion from any foreign currency shall be required (due to sales of Products outside the U.S.), such conversion shall be made based upon the daily average rate applicable to the period that such sales of Products were made, based upon exchange rates published in the Wall Street Journal on the date the conversion occurs. All payments shall be based on Net Sales of Products by OMP and may be made directly from OMP to an account designated by AVON in the U.S.