Direct Pay Sample Clauses

Direct Pay. Any unit members may pay annually the properly determined dues directly to the Association.
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Direct Pay. Except as expressly set forth in an Authorization Letter, the parties agree that all payments to Supplier for the download and/or use of Supplier’s Apps shall come directly from Verizon and Supplier shall not be paid by an App Store Owner for any Apps downloaded from the App Store Catalog by Subscribers. The fees payable by Verizon to Supplier as set forth herein shall be in lieu of any and all amounts that would otherwise have been payable to Supplier by Qualcomm or Verizon under the Qualcomm App Store Developer Agreement. 5.
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Direct Pay. HMGA reserves the right to directly xxxx the policyholder for all renewal premiums, and/or additional premiums, and to collect payment for and such premiums. Upon initially binding a new policyholder, Agent may collect premiums in such form as approved by HMGA. Unless otherwise agreed to in writing by HMGA, the agent shall not have any ongoing right or authority to receive or collect premiums or other monies for or on behalf of HMGA in those instances in which HMGA has exercised its right to directly xxxx the policy holder.
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Direct Pay. (a) The Employer agrees to keep salaries and benefits whole for those Permanent Full Time Employees, who request and are granted Unpaid Leaves of Absence for Local Union Business, provided that the Union promptly reimburses the Employer upon receipt of billing from the Employer, for all regular wages paid to these aforementioned Employees for the first fourteen (14) consecutive days of absence, and for all regular wages paid, the Employer's contributions to C.P.P. and O.M.E.R.S., and all benefit premium costs paid by the Employer for the said Leaves of Absence in excess of two
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Direct Pay. The Employer agrees to keep salaries and benefits whole for those Permanent Full-time Employees, who request and are granted Unpaid Absence for Local Union Business, provided that the Union promptly reimburses the Employer upon receipt of billing from the Employer, for all regular wages paid to these aforementioned Employees for the first fourteen (14) consecutive days of absence, and for all regular wages paid, the Employer's contributions to and and all benefit premium costs paid by the Employer for the said Leaves of Absence in excess of two (2) weeks, For Regularly Scheduled Part-time Employees, the Employer agrees to keep salaries, premium in lieu of benefits, vacation pay and seniority whole for those Employees, who request and are granted Unpaid Leaves of Absence for Local UnionBusiness, provided that the Union promptly reimbursesthe Employer upon receipt of billing from the Employer, for all regular wages, premium in lieu of benefits and vacation pay paid during the absence. With the exception of Conventions,Permanent Full-timeand Regularly Scheduled Part-time Employeeswho request and are granted Unpaid Leaves of Absence for Union Business other than City of Greater Local Agreement, the Union shall, upon receipt of billing from the Employer, remit all regular wages and contributions paid to or on behalf of Permanent Full-time Employees, and regular wages, premium in lieu of benefits and vacation paid to Regularly Scheduled Part-time Employees to the Employer. Should the aforementioned Leave of Absence be in excess of fourteen (14) consecutive days, provisions of Article shall apply. Full Time Employeesmay apply for a Leave of Absence not to exceed six
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Direct Pay. Any unit member shall have the right to pay the agency fee directly to the Union in lieu of having the fee deducted from his/her salary. The Union shall give written notice to those unit members that they have thirty (30) days to pay the agency fee directly to the Union. The District shall on a monthly basis notify the Federation of the names, home addresses, and assignment of all newly hired members.
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Direct Pay. Should legislation relating to “direct pay” (or any similar mechanic in respect of ITCs relating to the Project) be enacted prior to the Initial Capital Contribution Date, the Parties agree to consider in good faith a proposed restructuring of the Transaction to substitute the “direct pay” (or any similar mechanic in respect of ITCs relating to the Project) option for the ITC; provided that no such circumstance shall result in any unilateral right to terminate this Agreement.
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Direct Pay. 16.1.1 As a taxable wholesale electric power generation and transmission cooperative operating on a not-for-profit basis, Owner is relying on the Direct Pay regime in order to monetize and economically benefit from the ITCs generated with respect to the Project, which ITC for purposes of this Article 16 shall be not less than [***] of the EPC Contract Price. Owner shall use commercially reasonable efforts, including any commercially reasonable efforts suggested by EPC Contractor, to ensure that Owner qualifies for Direct Pay with regard to the Project, including without limitation diligently completing and filing all relevant supporting documentation and pursuing all reasonable administrative appeals or litigation if the U.S. Internal Revenue Service determines that Owner does not qualify for Direct Pay with regard to the Project. 16.1.2 The Parties agree that it would be extremely difficult and impracticable under the presently known and anticipated facts and circumstances to ascertain the actual damages Owner would incur should EPC Contractor fail to achieve Commercial Delivery of Power on or before the Guaranteed Commercial Delivery of Power Date. In addition to Substantial Completion Delay Liquidated Damages payable pursuant to Section 16.2, as additional liquidated damages, EPC Contractor shall be liable for the amount set forth in this Section 16.1 to compensate Owner for the aggregate amount of ITCs Owner is unable to monetize under the Direct Pay regime (provided that Owner otherwise qualifies for Direct Pay with regard to the Project) or that Owner is otherwise not able to fully benefit from economically as a result of the failure of EPC Contractor to meet the Guaranteed Commercial Delivery of Power Date. As a calculated amount for such estimated damages to Owner, EPC Contractor shall pay Owner as liquidated damages an amount equal to [***] (“ITC-Direct Pay Liquidated Damages”). 16.1.3 Owner shall invoice EPC Contractor for ITC-Direct Pay Liquidated Damages, if any, no sooner than the earlier of (i) [***] days after the date Owner claims Direct Pay with respect to the Project ITCs if such claim includes an impairment or loss of any ITCs under the Direct Pay regime and (ii) the date on which any such ITCs are ultimately and finally disallowed or recaptured by any taxing authority as a result of EPC Contractor’s failure to meet the Guaranteed Commercial Delivery of Power Date. Notwithstanding the foregoing, the ITC-Direct Liquidated Damages shall be...
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Direct Pay. (a) The Employer agrees to keep salaries and benefits whole for those Permanent Full Time Employees, who request and are granted Unpaid Leaves of Absence for Local Union Business, provided that the Union promptly reimburses the Employer upon receipt of billing from the Employer, for all regular wages paid to these aforementioned Employees for the first fourteen (14) consecutive days of absence, and for all regular wages paid, the Employer's contributions to C.P.P. and O.M.E.R.S., and all benefit premium costs paid by the Employer for the said Leaves of Absence in excess of two (2) weeks. (b) For Part Time Employees, the Employer agrees to keep salaries, premium in lieu of benefits, vacation pay and seniority whole for those Employees, who request and are granted Unpaid Leaves of Absence for Local Union Business, provided that the Union promptly reimburses the Employer upon receipt of billing from the Employer, for all regular wages, premium in lieu of benefits and vacation pay paid during the absence. (c) With the exception of Conventions, Permanent Full Time and Part Time Employees who request and are granted Unpaid Leaves of Absence for Union Business other than City of Greater Sudbury C.U.P.E., Local #148 Agreement, the Union shall, upon receipt of billing from the Employer, remit all regular wages and Employer O.M.E.R.S. contributions paid to or on behalf of Permanent Full Time Employees, and regular wages, premium in lieu of benefits and vacation paid to Part Time Employees to the Employer. Should the aforementioned Leave of Absence be in excess of fourteen (14) consecutive days, provisions of Article 18:05(a) shall apply.
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Related to Direct Pay

  • Direct Payments (a) If any Lender, by exercising any right of setoff or counterclaim or otherwise, obtains any payment or other reduction that might result in such Lender receiving payment or other reduction of a proportion of the aggregate amount of its Advances and accrued interest thereon or other Obligations greater than its pro rata share thereof as provided herein, then the Lender receiving such payment or other reduction shall (a) notify the Agent of such fact, and (b) purchase (for cash at face value) participations in the Advances and such other Obligations of the other Lenders, or make such other adjustments as shall be equitable, so that the benefit of all such payments shall be shared by the Lenders rateably in accordance with the aggregate amount of principal of and accrued interest on their respective Advances and other amounts owing them, provided that: (i) if any such participations are purchased and all or any portion of the payment giving rise thereto is recovered, such participations shall be rescinded and the purchase price restored to the extent of such recovery, without interest, (ii) the provisions of this Section shall not be construed to apply to (A) any payment made by any Obligor pursuant to and in accordance with the express terms of this Agreement or (B) any payment obtained by a Lender as consideration for the assignment of or sale of a participation in any of its Advances to any assignee or participant, other than to any Obligor or any Affiliate of an Obligor (as to which the provisions of this Section shall apply); and (iii) the provisions of this Section shall not be construed to apply to (A) any payment made while no Event of Default has occurred and is continuing in respect of obligations of the Borrower to such Lender that do not arise under or in connection with the Loan Documents, (B) any payment made in respect of an obligation that is secured by a Permitted Lien or that is otherwise entitled to priority over the Borrower's obligations under or in connection with the Loan Documents, (C) any reduction arising from an amount owing to an Obligor upon the termination of Derivatives entered into between the Obligor and such Lender except for a net amount available after the termination of all Derivatives entered into between the Obligors and such Lender and the setoff of resulting amounts owing by the Obligors and to the Obligors, or (D) any payment to which such Lender is entitled as a result of any form of credit protection obtained by such Lender. (b) The Obligors consent to the foregoing and agree, to the extent they may effectively do so under Applicable Law, that any Lender acquiring a participation pursuant to the foregoing arrangements may exercise against each Obligor rights of setoff and counterclaim and similar rights of Lenders with respect to such participation as fully as if such Lender were a direct creditor of each Obligor in the amount of such participation.

  • Direct Payment Notwithstanding anything to the contrary contained in this Agreement or the Notes, in the case of any Note owned by you or your nominee or owned by any subsequent Institutional Holder which has given written notice to the Constituent Companies requesting that the provisions of this e2.5 shall apply, the Constituent Companies will punctually pay when due the principal thereof, interest thereon and premium, if any, due with respect to said principal, without any presentment thereof, directly to you, to your nominee or to such subsequent Institutional Holder at your address or your nominee's address set forth in Schedule I hereto or such other address as you, your nominee or such subsequent Institutional Holder may from time to time designate in writing to the Constituent Companies or, if a bank account with a United States bank is designated for you or your nominee on Schedule I hereto or in any written notice to the Constituent Companies from you, from your nominee or from any such subsequent Institutional Holder, the Constituent Companies will make such payments in immediately available funds to such bank account, no later than 12:00 p.m. New York, New York, time on the date due, marked for attention as indicated, or in such other manner or to such other account in any United States bank as you, your nominee or any such subsequent Institutional Holder may from time to time direct in writing. If for any reason whatsoever the Constituent Companies do not make any such payment by such 12:00 p.m. transmittal time, such payment shall be deemed to have been made on the next following Business Day and such payment shall bear interest at the Overdue Rate as provided herein.

  • Incorrect Payments If any Distribution on account of the Subordinated Debt not permitted to be made by the Company or accepted by Subordinated Creditor under this Agreement is made and received by Subordinated Creditor, such Distribution shall not be commingled with any of the assets of Subordinated Creditor, shall be held in trust by Subordinated Creditor for the benefit of Agent and Senior Lenders and shall be promptly paid over to Senior Lenders for application to the payment of the Senior Debt then remaining unpaid, until all of the Senior Debt is Paid in Full.

  • Accounts Distributions (a) On or prior to the Closing Date, the Issuer shall cause the Servicer to establish and maintain, in the name of the Indenture Trustee for the benefit of the Owners and the Note Insurer, the Accounts as provided in the Sale and Servicing Agreement. The Indenture Trustee shall deposit amounts into the Accounts in accordance with the terms hereof and the Sale and Servicing Agreement. (b) On or before the Monthly Remittance Date prior to each Payment Date, the Servicer shall withdraw from the Principal and Interest Account the amounts specified in Section 3.03(a) of the Sale and Servicing Agreement and will deliver such amount to the Indenture Trustee for deposit into the Note Account. No later than the Business Day prior to each Payment Date, to the extent funds are available in the Note Account, the Indenture Trustee shall either retain funds in the Note Account or make the withdrawals from the Note Account and deposits into the other Accounts for distribution on such Payment Date as required pursuant to Section 3.03(b) of the Sale and Servicing Agreement. (c) On each Payment Date and the Redemption Date, to the extent funds are available in the Note Account, the Indenture Trustee shall make the following distributions from the amounts on deposit in the Note Account in the following order of priority (except as otherwise provided in Section 5.4(b)): (i) to the Owners of the Notes, the Current Interest for such Payment Date; provided, that if there are not sufficient funds in the Note Account to pay the entire amount of accrued and unpaid interest then due on the Notes, the amount in the Note Account shall be applied to the payment of such interest on the Notes pro rata on the basis of the total such interest due on the Notes; and (ii) to the Owners of the Notes, the Principal Payment Amount for such Payment Date until the Note Principal Balance is reduced to zero. (d) The Indenture Trustee shall make claims under the Note Insurance Policy pursuant to Section 7.02 of the Sale and Servicing Agreement and in accordance with the Note Insurance Policy. The Indenture Trustee shall deposit any Insured Payment received from the Note Insurer in the Note Account. All amounts received under the Note Insurance Policy shall be used solely for the payment to Owners of principal and interest on the Notes.

  • Qualified Depository Any of (i) a federal or state-chartered depository institution the accounts of which are insured by the FDIC and whose commercial paper, short-term debt obligations or other short-term deposits are rated at least “A-1+” by Standard & Poor’s if the deposits are to be held in the account for less than 30 days, or whose long-term unsecured debt obligations are rated at least “AA-” by Standard & Poor’s if the deposits are to be held in the account for more than 30 days, or (ii) the corporate trust department of a federal or state-chartered depository institution subject to regulations regarding fiduciary funds on deposit similar to Title 12 of the Code of Federal Regulations Section 9.10(b), which, in either case, has corporate trust powers, acting in its fiduciary capacity, or (iii) Xxxxxx Brothers Bank, F.S.B., a federal savings bank.

  • Direct Debit (PRE-BILLING). (a) The Borrower agrees that the Bank will debit the Borrower's deposit account number 12331-16650, or such other of the Borrower's accounts with the Bank as designated in writing by the Borrower (the "Designated Account") on the date each payment of principal and interest and any fees from the Borrower becomes due (the "Due Date"). If the Due Date is not a banking day, the Designated Account will be debited on the next banking day. (b) Approximately 10 days prior to each Due Date, the Bank will mail to the Borrower a statement of the amounts that will be due on that Due Date (the "Billed Amount"). The calculation will be made on the assumption that no new extensions of credit or payments will be made between the date of the billing statement and the Due Date, and that there will be no changes in the applicable interest rate. (c) The Bank will debit the Designated Account for the Billed Amount, regardless of the actual amount due on that date (the "Accrued Amount"). If the Billed Amount debited to the Designated Account differs from the Accrued Amount, the discrepancy will be treated as follows: (i) If the Billed Amount is less than the Accrued Amount, the Billed Amount for the following Due Date will be increased by the amount of the discrepancy. The Borrower will not be in default by reason of any such discrepancy. (ii) If the Billed Amount is more than the Accrued Amount, the Billed Amount for the following Due Date will be decreased by the amount of the discrepancy. Regardless of any such discrepancy, interest will continue to accrue based on the actual amount of principal outstanding without compounding. The Bank will not pay the Borrower interest on any overpayment. (d) The Borrower will maintain sufficient funds in the Designated Account to cover each debit. If there are insufficient funds in the Designated Account on the date the Bank enters any debit authorized by this Agreement, the debit will be reversed.

  • Depository Depository shall mean The Depository Trust Company ("DTC"), a clearing agency registered with the Securities and Exchange Commission under Section 17A of the Securities Exchange Act of 1934 ("Exchange Act"), its successor or successors and its nominee or nominees. The term "Depository" shall further mean and include any other person authorized to act as a depository under the 1940 Act, its successor or successors and its nominee or nominees, specifically identified in a certified copy of a resolution of the Board.

  • DUES CHECK-OFF 1. The Board shall deduct from the wages of employees in the bargaining unit, upon receipt from the Union of individual authorization cards executed or individually signed by the employee, state dues and local dues or service fee for those employees hired by the Board on or after July 1, 1995. Revocation of dues shall be by written notice to the OAPSE State Treasurer, Treasurer of Local 149, and the Treasurer of the School District during the last ten calendar days of negotiated agreement. Members electing to withdraw from the Union must submit a written request, received within the ten (10) day withdrawal period, to OAPSE State Office at 0000 Xxx Xxxxx Xxxxx, Xxxxxxxx, Xxxx 00000, attention: Membership. 2. The Board agrees not to check off dues from the pay of any bargaining unit members for any other labor organization during the term of this Agreement. 3. Dues deductions shall be deducted in twenty-four equal installments starting with the second pay in September. The money collected by the Treasurer of the School District shall be forwarded to the OAPSE State Treasurer and Treasurer of Local 149 along with a list of members and the amounts individually deducted from each, no later than ten (10) working days after they are collected. A duplicate list of names and individual deductions shall be given to the local Treasurer at the time they are sent to the OAPSE State Treasurer. 4. Service Fee - Each employee covered by this Agreement who is hired on or after July 1, 1995, who fails voluntarily to acquire or maintain membership in the Union, shall be required to pay to OAPSE a service fee, which shall not exceed the dues paid by members of OAPSE who are in the bargaining unit covered by this Agreement; provided that any employee who has been declared exempt for religious convictions by the State Employment Relations Board (SERB) shall not be required to pay said fee. However, such employee shall pay, in lieu of such fee, on the same time schedule as Union dues are payable an amount of money equal to such fee to a non-religious charitable fund exempt from taxation under Section 501(c)(3) of the Internal Revenue Code, mutually agreed upon by such employee and the OAPSE state treasurer. Such employee shall furnish to the OAPSE state treasurer written receipts evidencing payment to such agreed upon non-religious fund. The provisions of this Article shall be explained to the employee at the time of the hiring interview. A written statement explaining the Service Fee shall be provided, by the Board, at the time of hire. The provisions of the service fee shall not be applicable to new hires until completion of their first sixty (60) calendar days of employment or to any employees exempt from the bargaining unit by virtue of being supervisory, managerial, confidential or casual employees. The Union shall adopt an internal rebate procedure in accordance with Section 4117.09(c) of the Ohio Revised Code which complies with Federal law. 5. The Union agrees to hold the Board harmless in any suit, claim or administrative proceeding arising out of or connected with the imposition, determination or collection of service fees for dues, to indemnify the Board for any liability imposed on it as a result of any such suit, claim or administrative proceeding to and to reimburse the Board for any and all expenses incurred by the Board in defending any such suit, claim or administrative proceeding, including attorney fees and court costs. For purposes of this section, the term “Board” includes the Board of Education of the Shaker Heights City School District, its members, the Treasurer, Superintendent, Assistant Superintendent-Business and Operations1 and all members of the administrative staff.

  • PREMIUM ACCOUNTING The Company will pay the Reinsurer premiums in accordance with the terms specified in Exhibit C-1. The method and requirements for reporting and remitting premiums are specified in Exhibit F.

  • Payment Procedures Upon receipt of a Right Certificate representing exercisable Rights, with the form of election to purchase and certification duly executed, accompanied by payment of the aggregate Purchase Price for the total number of one one-hundredths of a Preferred Share to be purchased and an amount equal to any applicable transfer tax required to be paid by the holder of such Right Certificate in accordance with Section 9, in cash or by certified or cashier's check or money order payable to the order of the Company, the Rights Agent shall thereupon promptly (i) (A) requisition from any transfer agent of the Preferred Shares (or make available, if the Rights Agent is the transfer agent) certificates for the number of Preferred Shares to be purchased and the Company hereby irrevocably authorizes its transfer agent to comply with all such requests, or (B) if the Company shall have elected to deposit the total number of Preferred Shares issuable upon exercise of the Rights hereunder with a depository agent, requisition from the depositary agent depositary receipts representing interests in such number of one one-hundredths of a Preferred Share as are to be purchased (in which case certificates for the Preferred Shares represented by such receipts shall be deposited by the transfer agent with the depositary agent) and the Company hereby directs the depositary agent to comply with all such requests, (ii) when appropriate, requisition from the Company the amount of cash to be paid in lieu of the issuance of fractional shares in accordance with Section 14 or otherwise in accordance with Section 11.1.3, (iii) promptly after receipt of such certificates or depositary receipts, cause the same to be delivered to or upon the order of the registered holder of such Right Certificate, registered in such name or names as may be designated by such holder and (iv) when appropriate, after receipt, promptly deliver such cash to or upon the order of the registered holder of such Right Certificate. In the event that the Company is obligated to issue other securities of the Company, pay cash and/or distribute other property pursuant to Section 11.1.3, the Company will make all arrangements necessary so that such other securities, cash and/or other property are available for distribution by the Rights Agent, if and when appropriate.

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