Early Termination Payment Calculation Sample Clauses

Early Termination Payment Calculation. If an Early Termination Date has been designated, the Non-Defaulting Party shall in good faith calculate its Gains, Losses and Costs resulting from the termination of the Agreement. As used herein with respect to each Party:
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Early Termination Payment Calculation. (a) If this agreement is terminated in the circumstances set out in clause 11.1 or clause 11.2, the terminating party (Non-Liable Party) will calculate the early termination payment to be made by the non-terminating party (Liable Party) to the Non-Liable Party in accordance with clause 11.3(b) (Early Termination Payment), except that where this agreement is terminated by the Buyer under clause 10.6 the Seller will be the Non-Liable Party and undertake the relevant calculation and the Buyer will be the Liable Party.‌ (b) The Non-Liable Party must calculate the Early Termination Payment using commercially reasonable procedures to determine the net amount of its costs and/or losses associated with replacing the material terms of this agreement, including consideration of:‌ (1) quotations for replacement LGC sale and purchase arrangements on substantially equivalent terms to those set out in this agreement (including remaining tenor of supply) supplied by one or more third parties (taking into account the creditworthiness of the parties); and (2) LGC market data and forecast LGC prices supplied by one or more third parties. For the avoidance of doubt, if the calculation of the Early Termination Payment results in a negative number then the Early Termination Payment will be deemed to be zero. (c) Subject to clause 11.6(b), the parties acknowledge and agree that: (1) the Non-Liable Party’s sole remedy arising out of or in connection with the circumstances described in clause 11.1 or 11.2, as the case may be, is the Non-Liable Party’s entitlement to an Early Termination Payment in accordance with this clause 11.3; and (2) the Non-Liable Party’s entitlement to payment by the Liable Party of the Early Termination Payment constitutes an adequate remedy for the Non-Liable Party in respect of the circumstances described in clause 11.1 or 11.2, as the case may be.
Sample 1
Early Termination Payment Calculation 
Sample 1

Related to Early Termination Payment Calculation

  • Early Termination Fee After this contract goes into effect, if you terminate this contract for any reason, or switch your service to a different electricity generation supplier or default service supplier prior to the end of the contract term, you will be responsible for paying XOOM Energy an early termination fee in the amount of $500. This Early Termination Fee is intended not as a penalty, but simply to offset the cost of selling the unused portion of your electric power to others and estimated lost revenue that XOOM may incur from such a sale, if any, and related expenses.

  • Payment upon Early Termination (a) Within three (3) calendar days after an Early Termination Effective Date, the Corporate Taxpayer shall pay to each TRA Party an amount equal to the Early Termination Payment in respect of such TRA Party. Such payment shall be made by wire transfer of immediately available funds to a bank account or accounts designated by such TRA Party or as otherwise agreed by the Corporate Taxpayer and such TRA Party or, in the absence of such designation or agreement, by check mailed to the last mailing address provided by such TRA Party to the Corporate Taxpayer.

  • Payment on Early Termination Upon termination pursuant to Section 14 (Early Termination), District shall pay Contractor as follows: (i) If District terminates this Contract for its convenience under Section 14(a) or 14(b), then District must pay Contractor for work performed before the termination date if and only if Contractor performed in accordance with this Contract. District shall not be liable for any direct, indirect, or consequential damages. Termination by District shall not constitute a waiver of any other claim District may have against Contractor. (ii) If Contractor terminates this Contract under Section 14(c) due to District’s breach, then District shall pay Contractor for work performed before the termination date if and only if Contractor performed in accordance with this Contract. (iii) If District terminates this Contract under Sections 14(c) or 14(d) due to Contractor’s breach, then District must pay Contractor for work performed before the termination date less any setoff to which District is entitled and if and only if Contractor performed such work in accordance with this Contract.

  • Early Termination Benefit If Early Termination occurs, the Bank shall distribute to the Executive the benefit described in this Section 2.2 in lieu of any other benefit under this Article.

  • Early Termination Notice (a) If the Corporate Taxpayer chooses to exercise its right of early termination under Section 4.1 above other than in connection with a Change of Control or Subsequent IPO, the Corporate Taxpayer shall deliver to the ITR Entity notice of such intention to exercise such right (“Early Termination Notice”) and a schedule (the “Early Termination Schedule”) specifying the Corporate Taxpayer’s intention to exercise such right and showing in reasonable detail the calculation of the Early Termination Payment for the ITR Entity. The Early Termination Schedule shall become final and binding on all parties 30 calendar days from the first date on which the ITR Entity has received such Schedule or amendment thereto unless the ITR Entity (i) within 30 calendar days after receiving the Early Termination Schedule, provides the Corporate Taxpayer with notice of a material objection to such Schedule made in good faith (“Material Objection Notice”) or (ii) provides a written waiver of such right of a Material Objection Notice within the period described in clause (i) above, in which case such Schedule becomes binding on the date the waiver is received by the Corporate Taxpayer (the “Early Termination Effective Date”). If the parties, for any reason, are unable to successfully resolve the issues raised in such notice within 30 calendar days after receipt by the Corporate Taxpayer of the Material Objection Notice, the Corporate Taxpayer and the ITR Entity shall employ the Reconciliation Procedures. (b) If the Corporate Taxpayer chooses to exercise its right of early termination under Section 4.1 above in connection with a Change of Control or Subsequent IPO, any reference to 30 calendar days in Section 4.2(a) above shall instead be deemed to be 10 calendar days.

  • Early Termination In the absence of any material breach of this Agreement, should the Trust elect to terminate this Agreement prior to the end of the term, the Trust agrees to pay the following fees: a. all monthly fees through the life of the contract, including the rebate of any negotiated discounts; b. all fees associated with converting services to successor service provider; c. all fees associated with any record retention and/or tax reporting obligations that may not be eliminated due to the conversion to a successor service provider; d. all out-of-pocket costs associated with a-c above.

  • Early Termination Fees The amount if an Early Termination Fee that we are entitled to charge is: (a) the amount specified in or calculated in accordance with the relevant Plan; or (b) otherwise, a reasonable estimate of our lost profit as a result of an early termination.

  • ISDA Early Termination Date Party A has the right to designate an Early Termination Date pursuant to Section 6 of the Agreement;

  • Early Termination Charges If this Agreement is terminated prior to its End Date pursuant to Clauses 42A-42, 43(a) or A- 43(c), the Home Customer shall pay to the Company an Early Termination Charge equivalent to (Termination Rate x Unexpired Months) where:

  • Payment Calculation District shall pay Contractor at a rate of $ per . District shall pay Contractor as described in attached Exhibit A

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