Cost Reimbursement for New Co-Locations Sample Clauses

Cost Reimbursement for New Co-Locations. Subject to there being no Co-Location Revenue Deficiency as of the Closing, Buyer Parent and Buyer each agree to reimburse to Seller the amount of any and all capital expenditures and out-of-pocket costs to third parties reasonably incurred or to be reasonably incurred by Seller or any of its Affiliates after the date of this Agreement in accordance with Seller’s usual practice (the “Reimbursable Costs”), to the extent attributable to any of the User Master Lease Agreements or User Site Lease Agreements entered into after the date of this Agreement and prior to the Closing (the contracted revenues in respect of periods after the Closing under such User Master Lease Agreements or User Site Lease Agreements, the “New Contracted Revenues”); provided that if a Co-Location Revenue Deficiency would have existed as of the Closing but for the New Contracted Revenues, Buyer Parent and Buyer shall only be obligated to reimburse to Seller a portion of the Reimbursable Costs equal to the proportion which (A) the Aggregate Closing Contracted Revenues minus the Aggregate Represented Contracted Revenues bears to (B) the New Contracted Revenues. Such Reimbursable Costs shall be due and payable by Buyer Parent and Buyer thirty (30) days after Seller delivers to Buyer written notice requesting payment thereof; provided that Seller may not deliver such a notice prior to the later of (i) the day after the First Compliance Notice Cut-Off Date or (ii) if Buyer has delivered a Compliance Notice claiming a breach of the Co-Location Representation on or prior to the First Compliance Notice Cut-Off Date, the date on which any disputes relating thereto have been agreed or determined in accordance with Section 5.8(h). In any such notice, Seller shall provide reasonable details of the calculation of the Reimbursable Costs and the capital expenditures and out-of-pocket costs to which they relate, accompanied by reasonably sufficient evidence to enable Buyer to verify the amount of the Reimbursable Costs. If Buyer delivers written notice to Seller disputing Seller’s calculation of the Reimbursable Costs, then the procedure set forth in Exhibit J shall apply with respect to determination of the Reimbursable Costs; provided that if Buyer does not deliver such disagreement notice within twenty (20) business days after Buyer’s receipt of Seller’s written notice, Buyer shall be deemed to have accepted Seller’s calculation of the Reimbursable Costs set forth therein. Any such disagreement not...
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Related to Cost Reimbursement for New Co-Locations

  • Business Locations Set forth on Schedule 6.20(a) is a list of all Real Properties located in the United States that are owned or leased by the Loan Parties as of the Closing Date. Set forth on Schedule 6.20(b) is a list of all locations where any tangible personal property of a Loan Party is located as of the Closing Date. Set forth on Schedule 6.20(c) is the chief executive office, jurisdiction of incorporation or formation and principal place of business of each Loan Party as of the Closing Date.

  • PREVAILING WAGE RATES - PUBLIC WORKS AND BUILDING SERVICES CONTRACTS If any portion of work being Bid is subject to the prevailing wage rate provisions of the Labor Law, the following shall apply:

  • Other Locations Except in the event of an emergency or of a planned System shutdown, the Fund’s access to services performed by the System or to Data Access Services at the Designated Locations may be transferred to a different location only upon the prior written consent of State Street. In the event of an emergency or System shutdown, the Fund may use any back-up site included in the Designated Configuration or any other back-up site agreed to by State Street, which agreement will not be unreasonably withheld. The Fund may secure from State Street the right to access the System or the Data Access Services through computer and telecommunications facilities or devices complying with the Designated Configuration at additional locations only upon the prior written consent of State Street and on terms to be mutually agreed upon by the parties.

  • Prior Locations (a) Set forth in Schedule 3(a) is the information required by Schedule 2(a) or Schedule 2(b) with respect to each location or place of business previously maintained by any Company at any time during the past four months. (b) Set forth in Schedule 3(b) is the information required by Schedule 2(c) or Schedule 2(d) with respect to each other location at which, or other person or entity with which, any of the Collateral consisting of inventory or equipment has been previously held at any time during the past twelve months.

  • Access to Work Locations Reasonable access to employee work locations shall be granted officers of the Association and their officially designated representatives for the purpose of processing grievances or contacting members of the Association concerning business within the scope of representation. Such officers or representatives shall not enter any work location without the consent of the City Manager. Access shall be restricted so as not to interfere with the normal operations of the department or with established safety or security requirements. Solicitation of membership and activities concerned with the internal management of the Association, such as collecting dues, holding membership meetings, campaigning for office, conducting elections and distributing literature, shall not be conducted during working hours.

  • OFFICE OF MANAGEMENT AND BUDGET (OMB) AUDIT REQUIREMENTS The parties shall comply with the requirements of the Single Audit Act of 1984, P.L. 98-502, ensuring that the single audit report includes the coverage stipulated in 2 CFR 200.

  • Project Location [Insert the location of the Project, if applicable]

  • Payment for Working Overtime (a) For all work done outside ordinary hours, the rates of pay will be time and a half for the first two hours and double time thereafter. (b) Except as provided in clause 8.4, in computing overtime each day’s work will stand alone. (c) To avoid doubt, overtime provisions for shift workers are contained in clause 10.7.

  • Work Location While employed by the Company hereunder, the Executive shall perform his duties (when not traveling or engaged elsewhere in the performance of his duties) at the offices of the Company in Bermuda. The Executive shall travel to such places on the business of the Company in such manner and on such occasions as the Company may from time to time reasonably require.

  • Contract Amount and Payment for Services The total amount of this Contract shall not exceed $436,091.00, as provided for in Attachment B – Budget.

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