Disbursement Agent’s Compensation Sample Clauses

Disbursement Agent’s Compensation. So long as the Trustee also serves as Disbursement Agent hereunder, the Disbursement Agent shall not, except as otherwise provided in Section 13, be entitled to any fee for its services hereunder. If the Trustee is not also serving as Disbursement Agent hereunder, the Disbursement Agent shall be entitled to such reasonable fee payable by the Issuers as is set forth in the separate agency agreement with the Trustee. The Disbursement Agent hereunder (whether or not serving as the Trustee) shall be entitled to reimbursement for its reasonable expenses (including, without limitation, the reasonable fees and expenses of the Disbursement Agent’s counsel after the occurrence and during the continuance of a Default or an Event of Default) as compensation for services performed under this Agreement. The Disbursement Agent shall receive such payments without the requirement of obtaining any further consent or action on the part of the Issuers with respect to the payment; provided, however, that, without limiting the foregoing, the Disbursement Agent shall provide written itemization of requested reimbursement of such expenses within thirty (30) days of receiving a written request therefor from the Issuers. Disbursements for each calendar month shall be made on the first day of the subsequent calendar month. The provisions of this Section 3.3 shall survive the termination of this Agreement.
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Disbursement Agent’s Compensation. The Disbursement Agent shall receive from HCS a fee of $4,000.00 per month, in arrears, commencing September 1, 1999 and continuing until the Disbursement Agent's performance hereunder is terminated, in consideration for its services hereunder during the term of this Agreement, payable in advance on the first day of each calendar month by disbursement from the Segregated Account. HCS shall also pay the Disbursement Agent's expenses as set forth in the Indenture.
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Disbursement Agent’s Compensation. On the first Business Day of each year during the Construction Period (except for the initial payment, which shall be disbursed as set forth in Section 4.1 below), the Disbursement Agent shall disburse from the Construction Disbursement Account $6,000 to Disbursement Agent, which amount shall constitute compensation for services to be performed by Disbursement Agent under this Agreement during such year. On the first Business Day of each year during the Operating Period, the Authority shall pay $6,000 to Disbursement Agent, which amount shall constitute (i) compensation for services to be performed by Disbursement Agent under this Agreement during such year and (ii) compensation for services performed by Disbursement Agent under the Cash Accumulation Account Contribution Agreement during such year.
Sample 1
Disbursement Agent’s Compensation. On the first Business Day of each month during the Construction Period (except for the initial payment, which shall be disbursed as set forth in Section 4.1 below), the Disbursement Agent shall disburse from the Construction Disbursement Account, or the Construction Reserve Account if the Construction Disbursement Account has been fully depleted, $[ ] to Disbursement Agent, which amount shall constitute compensation for services to be performed by Disbursement Agent under this Agreement during such month.
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Disbursement Agent’s Compensation. 8 3.4 Transfer of Funds to the Trustee............................9
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Disbursement Agent’s Compensation. As long as the Securities Intermediary under the Security Agreement also serves as Disbursement Agent hereunder, the Disbursement Agent shall not be entitled to an additional fee for its services hereunder, but shall be entitled to reimbursement for its reasonable expenses, including, without limitation, the reasonable fees and expenses of the Disbursement Agent's counsel. The Disbursement Agent shall receive such payments without the requirement of obtaining any further consent or action on the part of the Company Parties with respect to the payment; provided that without limiting the foregoing, the Disbursement Agent shall provide written itemization of requested reimbursement of such fees and expenses to the Company Parties at least ten (10) Business Days before the Disbursement Agent withdraws such payment from the Disbursement Account. All amounts payable to the Disbursement Agent shall be deducted from the Additional Revenue.
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Disbursement Agent’s Compensation. All fees and expenses of the Disbursement Agent incurred in the ordinary course of performing its responsibilities hereunder (including the reasonable fees or expenses of Disbursement Agent’s outside counsel attributable to the negotiation of this Agreement) shall be paid by the Company under a separate fee letter agreement. The Company shall pay the Disbursement Agent’s customary fees and expenses in connection with investments made by Disbursement Agent pursuant to Section 2.4. Any extraordinary fees and expenses, including any fees or expenses (including the fees or expenses of outside counsel to the Disbursement Agent) incurred by the Disbursement Agent in connection with a dispute over the disbursement of amounts on deposit in the Disbursement Account or the Disbursed Funds Account or otherwise shall be paid promptly by the Company upon receipt of a written invoice from the Disbursement Agent. The provisions of this Section 3.3 shall survive the termination of this Agreement.
Sample 1
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Disbursement Agent’s Compensation. The Disbursement Agent shall be paid an initial acceptance fee of Five-Thousand Dollars ($5,000). For each calendar month during the term of this Agreement, the Disbursement Agent shall disburse from the Construction Disbursement Account One-Thousand Five-Hundred Dollars ($1,500) to Disbursement Agent, as compensation for services to be performed under this Agreement and such additional amounts as required to compensate Disbursement Agent for any reasonable additional fees and expenses including, without limitation, the fees and expenses of Disbursement Agent's counsel, unless Disbursement Agent has received written notice from the Company or the Trustee that the Disbursement Agent is in default under this Agreement. The Disbursement Agent shall receive such payments without the requirement of obtaining any further consent or action on the part of the Company with respect to the payment. The initial payment pursuant to this SECTION 3.3.1 shall be made as promptly as practicable following the deposit of the Construction Proceeds into the Construction Disbursement Account but shall be prorated if for a partial month. Disbursements for each subsequent calendar month shall be made on the first day of each such subsequent calendar month. The final payment pursuant to this SECTION 3.3.1 shall also be prorated if for a partial month.
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Related to Disbursement Agent’s Compensation

  • Monthly Disbursements On or before the fifth (5th) day of each calendar month, during the design and construction of the Tenant Improvements (or such other date as Landlord may designate), Tenant shall deliver to Landlord: (i) a request for reimbursement of amounts paid to the “Contractor,” as that term is defined in Section 4.1.1 of this Tenant Work Letter, approved by Tenant, in a commercially reasonable form to be provided by Landlord, showing the schedule, by trade, of percentage of completion of the Tenant Improvements in the Premises, detailing the portion of the work completed and the portion not completed; (ii) invoices from all of “Tenant’s Agents,” as that term is defined in Section 4.1.2 of this Tenant Work Letter, for labor rendered and materials for the Premises; (iii) executed mechanic’s lien releases, as applicable, from all of Tenant’s Agents which shall comply with the appropriate provisions, as reasonably determined by Landlord, of California Civil Code Section 3262(d); and (iv) all other information reasonably requested by Landlord. Tenant’s request for payment shall be deemed Tenant’s acceptance and approval of the work furnished and/or the materials supplied as set forth in Tenant’s payment request. Within forty-five (45) days thereafter, Landlord shall deliver a check to Tenant made payable to Tenant in payment of the lesser of: (A) the amounts so requested by “tenant as set forth in this Section 2.2.3.1, above (or, subject to the terms of Section 4.2.1, below, a percentage thereof), and (B) the balance of any remaining available portion of the Tenant Improvement Allowance, provided that Landlord does not dispute any request for payment based on non-compliance of any work with the “Approved Working Drawings,” as that term is defined in Section 3.5 below, or due to any substandard work. Landlord’s payment of such amounts shall not be deemed Landlord’s approval or acceptance of the work furnished or materials supplied as set forth in Tenant’s payment request.

  • Lender Expenses Whether or not the Initial Disbursement is made, Borrower will (a) pay all reasonable costs and expenses of Lender incident to the transactions contemplated by this Agreement including all costs and expenses incurred in connection with the preparation, negotiation and execution of the Transaction Documents, provided that such costs and expenses shall not exceed $65,000, or in connection with any modification, amendment, alteration, or the enforcement of this Agreement, the Subordinated Debenture or the other Transaction Documents (including Lender’s out-of-pocket expenses and the charges and disbursements to internal counsel of Lender or U.S. Bank or third party counsel or credit underwriters retained by Lender), and (b) pay and hold Lender and all other holders of the Subordinated Debenture harmless against any and all liability with respect to amounts payable as a result of (i) any taxes which may be determined to be payable in connection with the execution and delivery of this Agreement, the Subordinated Debenture or the other Transaction Documents, or any modification, amendment or alteration of the terms or provisions of this Agreement, the Subordinated Debenture or the other Transaction Documents, (ii) any interest or penalties resulting from nonpayment or delay in payment of such expenses, charges, disbursements, liabilities or taxes, and (iii) any income taxes in respect of any reimbursement by Borrower for any such violations, taxes, interests or penalties paid by Lender. The obligations of Borrower under this Section 5.5 shall survive the repayment in full of the Subordinated Debenture. Any of the foregoing amounts incurred by Lender and not paid by Borrower upon demand shall bear interest from the date incurred at the rate of interest in effect or announced by Lender from time to time as its Base Rate plus 3% per annum and shall be deemed part of Borrower’s Liabilities hereunder.

  • Disbursements, Reimbursement Immediately upon the issuance of each Letter of Credit, each Lender shall be deemed to, and hereby irrevocably and unconditionally agrees to, purchase from the Issuing Lender a participation in such Letter of Credit and each drawing thereunder in an amount equal to such Lender’s Ratable Share of the maximum amount available to be drawn under such Letter of Credit and the amount of such drawing, respectively.

  • Compensation to Escrow Agent The Escrow Agent shall be entitled to receive from the Issuer reasonable compensation for its services as set forth in Exhibit B attached hereto. In the event that the Escrow Agent renders any additional services not provided for herein, or if any controversy arises hereunder, or if the Escrow Agent is made a party to, or intervenes in any action, suit or proceeding pertaining to this Agreement, the Issuer shall provide reasonable compensation for such additional services. Upon notice to the Security Holders, the Escrow Agent may deduct its compensation from any cash dividends or distributions held pursuant to paragraph 8 above.

  • REIMBURSEMENT OF PLACEMENT AGENT’S EXPENSES Notwithstanding anything to the contrary in this Agreement, if (a) this Agreement shall have been terminated pursuant to Section 9, (b) the Company shall fail to tender the Securities for delivery to the Purchasers for any reason not permitted under this Agreement, (c) the Purchasers shall decline to purchase the Securities for any reason permitted under this Agreement or (d) the sale of the Securities is not consummated because any condition to the obligations of the Purchasers or the Placement Agent set forth herein is not satisfied or because of the refusal, inability or failure on the part of the Company to perform any agreement herein or to satisfy any condition or to comply with the provisions hereof, then in addition to the payment of amounts in accordance with Section 6 the Company shall reimburse the Placement Agent for the reasonable documented and accountable fees and expenses of the Placement Agent’s counsel and for such other out-of-pocket expenses as shall have been reasonably incurred by them in connection with this Agreement and the proposed purchase of the Securities, and upon demand the Company shall pay the full amount thereof to the Placement Agent.

  • Disbursements from Escrow Funds to Pay Escrow Agent The Escrow Agent is authorized to and may disburse from time to time, to itself or to any Indemnified Party from the Escrow Funds (but only to the extent of Issuer’s rights thereto), the amount of any compensation and reimbursement of out-of-pocket expenses due and payable hereunder (including any amount to which Escrow Agent or any Indemnified Party is entitled to seek indemnification pursuant to Section 9 hereof). Escrow Agent shall notify Issuer of any disbursement from the Escrow Funds to itself or to any Indemnified Party in respect of any compensation or reimbursement hereunder and shall furnish to Issuer copies of all related invoices and other statements.

  • Administrative Agents Clawback Section 12.01 Administrative Agent’s Claw back

  • Administrative Agent’s Reimbursement and Indemnification The Lenders agree to reimburse and indemnify the Administrative Agent ratably in accordance with their respective Percentages (i) for any amounts not reimbursed by the Borrower (and without limiting the obligation of the Borrower to do so) for which the Administrative Agent is entitled to reimbursement by the Borrower under the Loan Documents, (ii) for any other reasonable expenses incurred by the Administrative Agent on behalf of the Lenders, in connection with the preparation, execution, delivery, administration and enforcement of the Loan Documents, if not paid by the Borrower (and without limiting the obligation of the Borrower to do so), and (iii) for any liabilities, obligations, losses, damages, penalties, actions, judgments, suits, costs, expenses or disbursements of any kind and nature whatsoever which may be imposed on, incurred by or asserted against the Administrative Agent (in its capacity as Administrative Agent and not as a Lender) in any way relating to or arising out of the Loan Documents or any other document delivered in connection therewith or the transactions contemplated thereby, or the enforcement of any of the terms thereof or of any such other documents, provided that no Lender shall be liable for any of the foregoing to the extent they arise from the Gross Negligence or willful misconduct of the Administrative Agent as determined by a court of competent jurisdiction in a final, non-appealable judgment; provided, however, that no action taken in accordance with the directions of the Required Lenders (or all of the Lenders, if expressly required hereunder) shall be deemed to constitute Gross Negligence or willful misconduct for purposes of this Section. The agreements in this Section shall survive the payment of the Loans and all other amounts payable hereunder or under the other Loan Documents and the termination of this Agreement. If the Borrower shall reimburse the Administrative Agent for any indemnifiable amount set forth in Section 12.8(i), (ii) or (ii) following payment by any Lender to the Administrative Agent in respect of any such indemnifiable amount pursuant to this Section, the Administrative Agent shall share such reimbursement on a ratable basis with each Lender making any such payment.

  • Warrant Agent’s Remuneration and Expenses The Corporation covenants that it will pay to the Warrant Agent from time to time reasonable remuneration for its services hereunder and will pay or reimburse the Warrant Agent upon its request for all reasonable expenses, disbursements and advances incurred or made by the Warrant Agent in the administration or execution of the duties hereby created (including the reasonable compensation and the disbursements of its Counsel and all other advisers and assistants not regularly in its employ) both before any default hereunder and thereafter until all duties of the Warrant Agent hereunder shall be finally and fully performed. Any amount owing hereunder and remaining unpaid after 30 days from the invoice date will bear interest at the then current rate charged by the Warrant Agent against unpaid invoices and shall be payable upon demand. This Section shall survive the resignation or removal of the Warrant Agent and/or the termination of this Indenture.

  • Disbursement to Borrower Borrower may request and receive only one borrowing hereunder in respect of the Loan and any amount borrowed and repaid hereunder in respect of the Loan may not be re-borrowed.

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