Future Costs Sample Clauses

Future Costs. The Company shall pay to the City or to third parties, at the direction of the City, an amount equal to the reasonable out-of pocket costs and expenses which the City incurs for the services of third parties (including but not limited to attorneys and other consultants) in connection with any Company-initiated renegotiation, transfer, amendment or other modification of this Agreement or the franchise granted hereunder. Before any work subject to such reimbursement is performed, the City will advise the Company that the City will be incurring the services of third parties pursuant to the preceding sentence. The Company expressly agrees that the payments made pursuant to this Section 7.2.2 are in addition to and not in lieu of, and shall not be offset against, the compensation to be paid to the City by the Company pursuant to Section 7.1 hereof or any other amount that may be payable to the City.

Future Costs. Company shall pay to City or to third parties, at the direction of City, an amount equal to the reasonable costs and expenses which City incurs for the services of third parties (including but not limited to attorneys and other consultants) in connection with any renewal or Company-initiated renegotiation, transfer, amendment or other modification of this Agreement or the franchise, provided, however, that in the case of renewal only, the parties shall agree upon a reasonable financial cap at the outset of negotiations. However, in the event City brings any action for termination or for enforcement of this Agreement against Company and Company finally prevails, then Company shall have no obligation to reimburse City or pay any sums directly to third parties, at the direction of City, pursuant to this Section with respect to such termination or enforcement. In the event Company contests the charges, it shall pay any uncontested amounts. City shall review the contested charges and the services rendered and shall reasonably determine whether such charges are reasonable for the services rendered. Company expressly agrees that the payments made pursuant to this Section 7.2 are in addition to and not in lieu of, and shall not be offset against, the compensation to be paid to City by Company pursuant to Section 7.1 hereof.

Future Costs. 19 7.3 No Credits or Deductions..........................................20 7.4

Future Costs. Each Seller and Purchaser agree that the Future Costs Reserve Amount allocable to each Seller shall be deducted from the Total Share Consideration otherwise allocable to such Seller, as provided in Section 2.1(b) and Schedule A. The Parties agree that the Future Costs Reserve Amount, together with the assets set forth on Schedule D, shall be used to pay the obligations listed on Schedule D and any other costs and expenses of Nautilus Technical and Eastern Rider accrued during the period prior to the Effective Date. Unpaid expenses set forth on Schedule D shall be paid promptly following the Closing Date. Any amount of the Future Costs Reserve Amount that is not needed to pay the foregoing amounts prior to December 31, 2011 shall on such date be reimbursed to the Sellers, pro rata in accordance with the percentage of the Future Costs Reserve Amount funded by each Seller.

Future Costs. No costs additional to those set forth in this Agreement shall be incurred. Should future costs arise that are not set forth in this Agreement, the Parties must agree in writing before any legal obligation is incurred.

Future Costs. District will be responsible for any and all costs associated with the maintenance, alteration, improvement, demolition or use of the Property after the Donation Date.

Future Costs. In the event of a Default by the Franchisee, the Franchisee shall pay to the City or to third parties, at the direction of DoITT, an amount equal to the reasonable costs and expenses which the City incurs for the services of third parties (including attorneys and other consultants) in connection with enforcement of remedies including termination for cause. Before any reimbursable work is performed, the City will advise the Franchisee that the City will be incurring the services of third parties pursuant to the preceding sentence. However, in the event the City terminates this Agreement or brings an action for other enforcement of this Agreement against the Franchisee, or the Franchisee brings an action against the City, and the Franchisee finally prevails, then the Franchisee shall have no obligation to reimburse the City or pay any sums directly to third parties, at the direction of the City, pursuant to this Section with respect to such termination or enforcement. In the event the Franchisee contests the charges, it shall pay any uncontested amounts. DoITT shall review the contested charges and the services rendered and shall reasonably determine whether such charges are reasonable for the services rendered. In addition to the foregoing, the Franchisee shall pay to the City or to third parties, at the direction of DoITT, an amount equal to the reasonable costs and expenses which the City incurs for the services of third parties (including, but not limited to, attorneys and other consultants) in connection with any renewal or transfer, amendment or other modification of this Agreement or the franchise to be made at the request of the Franchisee. Before any reimbursable work is performed, the City will advise the Franchisee that the City will be incurring the services of third parties pursuant to the preceding sentence. The Franchisee expressly agrees that the payments made pursuant to this Section are in addition to and not in lieu of, and shall not be offset against, the compensation to be paid to the City by the Franchisee pursuant to any other provision of this Article.

Future Costs. The Company shall pay a fee in the amount of Thirty Thousand Dollars ($30,000.00) to cover administrative costs of the District in connection with the consideration of each transfer requiring Council approval as described in Sections 10.1 or

Future Costs. Costs and expenses related to returns, allowances and salvage costs will be borne by JJC. The Parties understand and agree that returns, allowances and salvage costs are future costs normally deducted by customers long after the sales and the collection of accounts receivable have been completed.

Future Costs. Respondent may initiate the procedures of Section XV (Dispute Resolution) regarding payment ofany Future Response Costs billed under Paragraph 42 (Payments for Future Response Costs) if it detennines that U.S. EPA has made a mathematical error or included a cost item that is not within the definition of Future Response Costs, or if it believes U.S. EPA incurred excess costs as a direct result of a U.S. EPA action that was inconsistent with a specific provision or provisions of the NCP. To initiate such dispute, Respondent shall submit a Notice of Dispute in writing to the RPM/OSC within 60 clays after receipt ofthe bill. Any such Notice of Dispute shall specifically identify the contested Future Response Costs and the basis for objection. If Respondent submits a Notice of Dispute, Respondent shall within the 60-day period, also as a requirement for initiating the dispute, (a) pay all uncontested Future Response Costs to U.S. EPA in the manner described in Paragraph 42, and (b) establish, in a duly chartered bank or trust company, an interest-bearing escrow account that is insured by the Federal Deposit Insurance Corporation ("FDIC") and remit to that escrow account funds equivalent to the amount of the contested Future Response Costs. Respondent shall send to the RPM/OSC a copy of the transmittal Xxxxxx and check paying the uncontested Future Response Costs, and a copy of the conespondence that establishes and funds the escrow account, including, but not limited to, information containing the identity of the bank and bank account under which the escrow account is established as well as a bank statement showing the initial balance of the escrow account. If U.S. EPA prevails in the dispute, within 5 days after the resolution of the dispute, Respondent shall pay the sums due (with accmed interest) to U.S. EPA in the manner described in Paragraph 42. If Respondent prevails concerning any aspect of the contested costs, Respondent shall pay that pmiion of the costs (plus associated accrued interest) for which they did not prevail to U.S. EPA in the manner described in Paragraph 42. Respondent shall be disbursed any balance of the escrow account. The dispute resolution procedures set forth in this Paragraph in conj unction with the procedures set fo1ih in Section XV (Dispute Resolution) shall be the exclusive mechanisms for resolving disputes regarding Respondent's obligation to reimburse U.S. EPA for its Future Response Costs.