Compensation for Transition Services. The State will not be charged nor will Contractor be reimbursed for Transition Services that are not allowed and provided for under the Contract including the development of the Transition Plan.
Compensation for Transition Services. Subject to the terms and conditions of this Agreement, the total compensation payable by AT Co. to Spinco for each and every Transition Service provided pursuant to the Service Attachment shall be set forth in the Services Attachment (the “Transition Services Costs”).
Compensation for Transition Services. In the event that United elects to procure from Administrator some or all of the Services as part of the Transition Assistance Services, United shall pay or reimburse Administrator the amounts being charged for such Services on the date of the Transition Event.
Compensation for Transition Services. (a) As compensation for the Transition Services to be provided by ADSX to Verichip hereunder, the following shall be payable by VeriChip Corporation on a monthly basis:
(i) the amounts specified as “Costs Allocated to Verichip” on Schedule 1-C,
(ii) the reasonable out-of-pocket direct expenses incurred by ADSX in connection with providing Transition Services,
(iii) services and expenses incurred by ADSX on behalf of Verichip in connection with the contemplated initial public offering (the “Offering”) by Verichip of shares of its common stock, and
(iv) charges by third party service providers that may or may not be incurred as part of the Offering that are attributable to Transition Services provided to or for Verichip and are not included in (i) or (ii) above.
(b) Charges for the Transition Services shall be invoiced by ADSX, on or about the tenth day of the calendar month next following the calendar month in which the Transition Services have been performed, and such invoice shall be payable by Verichip within 30 days following receipt thereof. ADSX shall submit to Verichip, together with each invoice, reasonable documentation supporting each of the invoiced amounts and shall maintain accurate and complete books of account necessary to support the amounts set forth on all invoices.
Compensation for Transition Services. 2.1. Fees 7 2.2. Set-Up Costs 7 2.3. Payment Terms 8 2.4. Audit Rights 8 2.5. Third-Party Consents; Contravention 9
Compensation for Transition Services. LINC shall pay CenTra a reasonable amount for the Transition Services not to exceed the cost of such services which would be charged by third party providers dealing with LINC on an arm’s length basis. However, in no event shall CenTra be required to provide the Transition Services to LINC ast less than CenTra’s cost of performance. CenTra shall xxxx LINC for the Transition Services at such times and from time to time consistent with reasonable commercial practice.
Compensation for Transition Services. (i) As consideration for the Transition Services, Parent will pay to Seller an amount equal to Seller’s fully-burdened cost (excluding general and administrative and overhead expenses) incurred by the Seller in providing such Transition Services; provided that any Transition Services provided by third parties will be charged to Parent based on actual payments made by Seller or its Affiliates for such Transition Services. Any charges based on a monthly or other time basis will be pro rated based on actual days elapsed during the period of service.
(ii) The charges for the Transition Services set forth on Appendix A are based on certain assumptions acknowledged and agreed to by the Parties regarding the underlying costs of providing the Transition Services. If events occur that cause a material change in the underlying costs of providing the Transition Services, the Seller and the Parent hereby agree to negotiate in good faith in order to (A) provide for a proper refund to the Parent if the Seller has already been paid for the Transition Services and the charges therefor have been overestimated, (B) provide for a proper supplemental payment to the Seller if the Seller has already been paid for the Transition Services and the charges therefor have been underestimated and (C) adjust the charges that the Parent will be required to pay going forward for the continued provision of the Transition Services.
Compensation for Transition Services. 2.1. Fees 3 2.2. Payment Terms 3 2.3. Audit Rights 4 2.4. Dispute Resolution 4 2.5. Cooperation, Information and Access; Monthly Meeting 5 2.6. Additional Resources 5 2.7. Third Party Consents 5 2.8. Energy Supply Assets and Separation Costs 6
Compensation for Transition Services. UTSI shall compensate CenTra for the Transition Services at CenTra's actual cost for such services, and shall bill for the Transition Services at such times and from time to time xxxsistent with the billing method of CenTra for such services prior to the Distribution.
Compensation for Transition Services. (a) Subject to Section 2(e), each Recipient shall pay the applicable Provider for the Services in accordance with the fee schedule set forth on Exhibit B attached hereto or as provided in Section 3 (d). The fee to be paid in respect of a Service (including all third party expenses and disbursements, and any other costs and expenses to be paid to or through Provider, including payroll and employee benefit costs and expenses) pursuant to the terms of this Agreement shall be referred to herein as the "Applicable Fee."
(b) Except as otherwise provided in Exhibit B, the Applicable Fee for any Service shall be paid by Recipient on the last day of each month, provided that the applicable Provider delivers an invoice for such month, which invoice shall be delivered to the appropriate Recipient no later than the twentieth (20th) day of such month. If an invoice is not delivered to the appropriate Recipient on or before twentieth (20th) day of such month, Recipient shall pay the Applicable Fee described in such invoice no later than ten (10) calendar days after receipt of such invoice. Such invoice must comply with all applicable tax requirements and separately describe the amount for fees, expenses and value added tax, if any.
(c) Recipient shall reimburse the applicable Provider for third-party, out-of-pocket, incidental travel, lodging and food expenses incurred by Provider in accordance with Provider's customary travel policy, within thirty (30) days of receipt of an invoice from Provider for such incidental expenses accompanied by such additional documentation reasonably required by Recipient to verify the amount of the expense and that such expense was incurred in connection with providing the Services. Provider shall deliver such invoice and accompanying documentation within ten (10) days following the end of the month in which such expense was incurred.
(d) All amounts payable by Recipient to Provider shall be paid by wire transfer in accordance with the wire transfer instructions provided by Provider to Recipient from time to time.
(e) Anything in this Agreement to the contrary notwithstanding, the parties acknowledge and agree that the Applicable Fee paid for any Service is intended to equal the cost incurred by Provider to perform such Service for Recipient (including any amounts to be disbursed to third parties in connection with the provision of any Service, including payroll and employee benefit costs and expenses) in accordance with the provisions of ...
