Definition of Direct Costs. The “Direct Cost” of Services shall mean the sum of the following:
(a) Salaries and wages of Geron’s employees employed in the performance of the Services. Labor charges will be based on time sheets approved by the respective employee’s supervisor or such other method as is appropriate for the type of service provided and customarily used by Geron;
(b) Geron’s actual cost of employee benefits for such employees (calculated on a pro rata basis by reference to the actual time they are employed in the performance of the Services);
(c) Geron’s actual cost for third-party contractors, consultants and service providers authorized pursuant to Section 2.5;
(d) Geron’s actual cost for supplies purchased for use in the performance of the Services;
(e) A percentage of Geron’s actual cost for common supplies, calculated based on the allocation method used by Geron for such supplies for government grants;
(f) Geron’s actual cost for equipment purchased which is substantially dedicated for use in performance of the Services and specifically authorized in the applicable Addendum, and for maintenance of such equipment;
(g) Geron’s reasonable travel and related expenses incurred in connection with the performance of the Services by employees whose salaries and wages are chargeable under sub-section (a) above who have been reimbursed under Geron’s usual practice and in accordance with Geron’s travel policy, provided that the travel has been approved in advance by Newco in the applicable Addendum or otherwise in writing;
(h) Other reasonable out-of-pocket expenses incurred by Geron that are necessary for the proper performance of the Services and which have been approved in advance by Newco in the applicable Addendum or otherwise in writing.
Definition of Direct Costs. (i) As used in this Contract, “Direct Costs” shall mean actual direct costs ([***]) which are incurred solely as the result of the sale by TA of Product in accordance with this Contract. Direct Costs shall exclude [***].
(ii) Direct Costs shall include the costs set forth in Exhibit C.
Definition of Direct Costs. (a) Items Included in the Direct Costs
(i) actual compensation, including benefits and payroll burden, paid to its personnel responsible for delivering Services;
(ii) Costs of the premises in Vancouver, Johannesburg and Accra from whence the Services are delivered;
(iii) reasonable overhead Costs related to the Services being delivered including premises D&O and other insurance, travel, liability and similar insurance;
(iv) all out-of-pocket Costs for disbursements related to the Services including travel, accommodation and communication;
(v) Costs related to Service Provider raising capital to fund its funding obligations under the JVSA; and
(vi) all third party subcontractor Costs where the paid by Service Provider directly.
(b) Items Excluded from Direct Costs
Definition of Direct Costs. A. Direct Costs" shall be comprised of the following:
1. Direct Material Costs", meaning the cost of materials which can be specifically identified and measured as having been used or to be used in performance of the Statement of Work and which are so identified and measured consistently by Contractor's cost accounting practices as accepted by the Customer, acting reasonably.
a) These materials may include, in addition to materials purchased solely for the Statement of Work or obtained from subcontractors, any other materials issued from Contractor's general stocks.
b) Materials purchased solely for the Statement of Work or subcontracts shall be charged to the Statement of Work at the net cost to Contractor before cash discounts for prompt payment.
c) Materials issued from Contractor's general stocks shall be charged to the Statement of Work in accordance with the method as used consistently by Contractor in pricing material inventories.
2. Direct Labour Cost", meaning that portion of gross wages or salaries incurred for work which can be specifically identified and measured as having been performed or to be performed pursuant to the Statement of Work and which is so identified and measured consistently by Contractor's cost accounting practices as accepted by the Customer, acting reasonably.
