Marina Payments Sample Clauses

Marina Payments. The Developer shall pay to the Port ------------- --------------- Authority, for deposit with the Trustee, any and all certified shortfalls, if any, from time to time in the debt service owed and payable for the certificates of participation issued and outstanding pursuant to the Trust Indenture; provided, that the Developer shall have no obligation to pay (i) any amounts which may be necessary to cure any other default under the Trust Indenture or (ii) any shortfall created as a result of any payment of or portion of the Passenger Payment to the Water Department by the Port Authority. The terms and conditions of the payment of all such certified shortfalls for the time period beginning on the execution of this Agreement by the Developer and the City and continuing thereafter are set forth in greater detail in the Port Agreement. Any payment made by the Developer prior to the execution of this Agreement by the Developer and the City pursuant to Section 4(l) of the Letter of Intent shall be credited against the obligations of the Developer to make the Annual Payment pursuant to Section 5.01 of this Agreement, provided, that, except as hereinafter provided, the amount credited against the obligations of the Developer to make the Annual Payment pursuant to this Section 10.05 shall not exceed ten percent (10%) of any such installment without the prior written approval of the City; provided further, that, except as hereinafter provided, the aggregate amount credited against the obligations of the Developer to make the Annual Payment pursuant to Sections 4.11, 5.02 and 10.05 of this Agreement shall not exceed twenty percent (20%) of any such installment without the prior written approval of the City; and provided further, that the Developer' shall be entitled to increase the amount credited against future installments of the Annual Payment pursuant to this Section 10.05 to one hundred percent (100%) of any such installment from and after the first anniversary of the execution of this Agreement by the Developer and the City until the Developer has received credits against the Annual Payment equal to the total of all payments made by the Developer prior to the execution of this Agreement by the Developer and the City pursuant to Section 4(l) of the Letter of Intent. -55-
Sample 1
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Marina Payments. The Developer shall pay to the Port Authority, for deposit with the Trustee, any and all certified shortfalls, if any, from time to time in the debt service owed and payable for the certificates of participation issued and outstanding pursuant to the Trust Indenture (the "Certificates") that become due and payable after the execution of the Development Agreement by the Developer, the City and the Commission (the "Shortfall"); provided, that the Developer shall have no obligation to pay (i) any amounts necessary to cure any other default under the Trust Indenture or (ii) any shortfall created as a result of any payment of a portion of the Passenger Payment to the Water Department by the Port Authority. The Developer shall deliver to the Port Authority, not less than thirty (30) days prior to a Certificate payment date, that amount certified by the Trustee to represent the anticipated Shortfall on such Certificate payment date. Any payment made by the Developer after the date of execution of this Agreement by the Developer and the Port Authority pursuant to this Section 5.03 shall be credited against the obligations of the Developer to make the Passenger Payment pursuant to Section 5.01 of this Agreement. In connection with the Development Agreement and this Section 5.03, the Developer hereby certifies that it has made all payments of certified shortfalls in the debt service owed and payable for the Certificates, that became due and payable prior to the execution of the Development Agreement by the Developer, the City and the Commission, and the Port Authority hereby certifies that it has received all such payments. The Developer may, at any time on or before the later of one (1) year after the payment of any Shortfall and at the Developer's sole cost and expense, cause an examination to be made of all financial books and records of the Port Authority or books and records of the Trustee to which the Port Authority has access relating to any such Shortfall for the calendar year or partial calendar year to which such payment applies; provided, the Developer shall notify the Port Authority not less than five (5) days prior to commencing any such examination. The Developer may cause such examination of all such financial books and records relating to any Shortfall payment or the computation thereof to be made by such persons as the Developer may determine in its sole discretion.
Sample 1

Related to Marina Payments

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  • Reimbursement Payments The following rules shall apply to payments of any amounts under this Agreement that are treated as “reimbursement payments” under Section 409A, including, but not limited to, any payments provided under Section 4.3: (i) the amount of expenses eligible for reimbursement in one calendar year shall not limit the available reimbursements for any other calendar year; (ii) Executive shall file a claim for all reimbursement payments not later than thirty (30) days following the end of the calendar year during which the expenses were incurred, (iii) the Company shall make such reimbursement payments within thirty (30) days following the date Executive delivers written notice of the expenses to the Company; and (iv) Executive’s right to such reimbursement payments shall not be subject to liquidation or exchange for any other payment or benefit.

  • Retention Payments (a) In the event that Executive is employed by the Company on January 1, 2002, Executive shall be entitled to a lump sum cash retention payment equal to 150% of the sum of (i) Executive's Base Salary and (ii) Executive's target annual bonus, each as in effect for the 2001 fiscal year (such sum, the "2002 Retention Bonus").

  • Earn-Out Payments (i) Promptly, but in any event within five (5) Business Days, after the Escrow Agent’s receipt of joint written instructions (“Earn-Out Payment Instructions”) from the DT Representative (on behalf of Purchaser) and the Seller Representative that for any Earn-Out Year there has been a final determination in accordance with Section 2.2 of the Share Exchange Agreement (but subject to Sections 2.4 and 2.5 of the Share Exchange Agreement) with respect to the Earn-Out Payment for such Earn-Out Year or the Alternative Earn-Out Payment (the date that the Escrow Agent receives Earn-Out Payment Instructions with respect to any Earn-Out Year, an “Earn-Out Release Date”), the Escrow Agent shall distribute Escrow Property from the Escrow Account in accordance with such Earn-Out Payment Instructions (A) to the Sellers in an amount equal to the Earn-Out Payment (excluding for the avoidance of doubt, the amount of any Accrued Dividends payable by the Purchaser separate from the Escrow Account) less the sum of (I) the Reserved Amount (as defined below) as of the date of such payment, and (II) the amount of any Indemnification Claims that have been paid from the Escrow Account prior to such time but have not previously been used to reduce the amount of any prior Earn-Out Payment (but net of any prior Earn-Out Payments that have not yet been paid and are still being retained in the Escrow Account as of such time for Indemnification Claims that are still Pending Claims as of such time), up to a maximum amount equal to such Earn-Out Payment, and (B), after the last Earn-Out Year only, to Purchaser any portion of any Earn-Out Payments that were not earned by the Sellers in accordance with the Share Exchange Agreement. For the determination of the Escrow Shares to be withheld for the Reserved Amount, the Escrow Shares shall be valued at the Purchaser Share Price as of the applicable Earn-Out Release Date.

  • Additional Payments Any sums expended by Agent or any Lender due to any Borrower’s failure to perform or comply with its obligations under this Agreement or any Other Document including any Borrower’s obligations under Sections 4.2, 4.4, 4.12, 4.13, 4.14 and 6.1 hereof, may be charged to Borrowers’ Account as a Revolving Advance and added to the Obligations.

  • Separation Payments Following Executive’s separation from service with Company on or after his Vesting Date (as defined in Section 7), Company shall pay to Executive the sum of THIRTY-FOUR THOUSAND TWO HUNDRED SEVEN and 04/100 Dollars ($34,207.04) per month, beginning six months and one week after Executive’s date of separation for a period of ten (10) years, or until Executive’s death, whichever first occurs (the “Separation Payments”). Such payments shall be subject to any and all applicable withholding, Social Security, employment, income and other taxes or assessments, if any, under the applicable tax law. If Executive should die during the ten-year period during which payments are being made under this Paragraph 3, then those payments shall terminate and future payments, if any, shall be made to Executive’s designated beneficiary(ies) or Executive’s estate in accordance with the provisions of Paragraph 4 of this Agreement.

  • CP Costs Payments On each Settlement Date, Seller shall pay to Agent (for the benefit of the Conduits) an aggregate amount equal to all accrued and unpaid CP Costs in respect of the outstanding Capital of each of the Conduits for the related Settlement Period in accordance with Article II.

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