Invoice Adjustments. (i) During the Initial Year and each Contract Year, amounts payable by Purchaser to Seller pursuant to Section 3.3(b) shall be subject to the following Monthly adjustments (as applicable):
(A) Section 45 Credits as set forth in Section 3.2 (including any reductions or increases thereto as set forth in Section 3.2(d));
(B) Amounts payable pursuant to Article VII;
(C) Adjustment(s) to the Coke Price as set forth in Section 5.1(b)(ii) and Schedule 5.1;
(D) The Coke Price Discount in respect of any Nonconforming Coke Tonnage accepted or commingled by Purchaser as set forth in Section 5.1(b)(v);
(E) Direct costs that are creditable by Purchaser to Seller or, as applicable, reimbursable by Purchaser to Seller pursuant to Section 6.3;
(F) The Production Turndown Adjustment Fee; and
(G) The Railroad Deficit Charge.
(ii) During each Contract Year, amounts payable by Purchaser to Seller pursuant to Section 3.3(b) shall be subject to the following adjustments (as applicable), in addition to the adjustments set forth in clause (i) of this Section 3.3(c):
(A) Any credit or payment, as the case may be, as determined in accordance with Section 3.1(c)(iv); and
(B) Any credit or payment, as the case may be, in respect of any positive or negative difference between the Actual O&M Component and the Forecasted O&M Component, as determined in accordance with Section 3.1(c)(vi).
Invoice Adjustments. The Government may adjust invoices to remove charges not valid and not payable under this Contract, such as line items for excluded services, sales tax, freight charges, and prior month billing. FEDLINK will not make partial payments to accommodate customer funding levels.
Invoice Adjustments. Other than as required by law, regulatory action or metering test adjustments, invoice adjustments shall be made within six (6) months of the rendition of the initial invoice.
Invoice Adjustments. Invoice adjustments shall be made if (a) there have been good faith inaccuracies in invoicing or payment that are not otherwise disputed under Section 8.5,
Invoice Adjustments. Either party hereto may, in good faith, request a billing adjustment for a period of two (2) years after the Due Date of an invoice, or two (2) years after the date a service is rendered, whichever is later. Any notice of a billing dispute by a party hereto must be in writing and must include documentation substantiating the dispute. The parties will make a good faith effort to resolve billing disputes as expeditiously as possible. The successful party in any billing dispute shall be entitled to interest at a rate of 1.5% per month from the date the relevant dispute is raised on any amounts withheld by the other party during the pendency of any dispute.
Invoice Adjustments. In addition, adjustments to the monthly invoices shall include, but not be limited to, the following:
Invoice Adjustments. 7.2.1 For any firm Purchase Order revised by Client [***] unless Parties mutually agreed to utilize manufacturing time scheduled for the Purchase Order for another purpose, as further defined under Section 3.2.5.
7.2.2 For any Batch that is cancelled by Client, and that is associated with a firm Purchase Order, Client shall pay PYRAMID [***] and Client shall have no further obligations for the Purchase Order.
7.2.3 For any Late Delivery of a Batch under a Purchase Order as further defined in Section 3.2.7, PYRAMID shall incur a penalty of [***].
7.2.4 For any Batch manufactured with a yield of [***] due to PYRAMID operator error or gross negligence as further defined in Section 4.3, Client shall have the option [***] subject to limitations defined under Section 22.
7.2.5 PYRAMID shall be responsible for the replacement cost of any Batch that does not meet Specifications and is not delivered to Client as further described in Section 4.4, [***] subject to limitations defined under Section 22.
Invoice Adjustments. (a) As soon as practicable (and, in any event, within 90 days) after every sixth invoice delivered by a Manufacturer pursuant to Section 4.2(a) (i.e., approximately every six months during the Term), and as soon as practicable (and, in any event, within 90 days) after the non-renewal or termination of a Manufacturer-Customer relationship hereunder in accordance with ARTICLE 8, the Manufacturer will deliver to its Customer a statement (a “True-Up Statement”) reflecting the Manufacturer’s calculation of Costs actually incurred by it (“Actual Costs”) with respect to the Products for which previous invoices were delivered pursuant to Section 4.2(a) and which had not yet been subjected to adjustment pursuant to this Section 4.3(a). In delivering its calculation of Actual Costs, the Manufacturer will provide reasonable substantiation of its calculations, but will only share itemized calculations or provide detailed substantiation with respect to Actual Costs that it deems to be competitively sensitive, including Actual Costs for Tobacco Leaf, Additional Tobacco Raw Materials, other tobacco components, paper and wrapping materials, filter tow (except as acquired pursuant to Section 2.6(b)(v)) and other filter materials and direct labor (collectively, “Sensitive Information”) with a group of individuals designated by the Customer for the purpose of receiving such Sensitive Information, and who are reasonably acceptable to the Manufacturer and who agree to maintain the confidentiality of such Sensitive Information and not to disclose it to any third Person or to the Customer outside of such designated group.
(b) The Manufacturer must calculate its Actual Costs in accordance with the principles and methodologies (including any assumptions and limitations, as well as rules for the allocation of indirect Costs) described on Exhibits B-1 (with respect to the RJRT Products) and B-2 (with respect to the Lorillard Products). The Parties will discuss in good faith any required changes in the principles and methodologies for determining Actual Costs (and, to the extent applicable, Standard Costs) at least 60 days before such changes are implemented.
(c) The Customer will have 30 days from the date it receives a True-Up Statement in which to review it (the “Objection Period”). If, in the Customer’s good faith judgment, the True-Up Statement does not fairly present the Manufacturer’s Actual Costs for the covered invoices, then the Customer will have the right to propose an ad...
Invoice Adjustments. PBC shall have 30 days from the date it ------------------- receives a shipment to (1) notify PBOS with respect to any discrepancies between the invoices received in respect of such shipment and the shipment actually received and (2) request adjustments with respect to any such discrepancies. Any such adjustments will be billed or credited to PBC in a separate invoice within 10 days after receipt of notification by PBOS.
Invoice Adjustments. Because the Purchase Price is based on Net Sales and will not be known precisely at the time of shipment of Products by LEO, the invoice price shall reflxxx the estimated Purchase Price agreed by the Parties. Each year on 1 August an invoice price will be established for the following calendar year based on the expected Net Sales and on 1 January the invoice price of the stock of goods at GALEN will be adjusted tx xxx new invoice price agreed for that new year. Adjustments to correct the invoiced amount shall be made quarterly following receipt of information on the actual Net Sales realized on the sale of Products ex GALEN. GALEN shall rendxx xx LEO, within xxxxy (60) days after xxe end of each calendar quarter, a detailed report setting forth Net Sales for the preceding calendar quarter, the corresponding units by SKU represented by such Net Sales, the manner in which Net Sales have been calculated, as well as a calculation of said adjustments to invoice prices. Settlement is to take place at the time of delivery of the report. Any payment made by GALEN hereunder after the date suxx xxyment is due, shall bear interest at the lesser of: (a) one and one half percent (1.5%) per month or (b) the maximum rate permitted by applicable Law. The interest on late payments shall be calculated from the date payment was due until actually received by LEO. DOVONEX(R) AGREEMENT 9
