Maximum Payment Adjustments Sample Clauses

Maximum Payment Adjustments. In no event will the royalties payable to Morphic by Xxxxxxx pursuant to Section 8.7 (Royalties) for a Product (without giving effect to any reduction pursuant to this Agreement) in a given Calendar Quarter be reduced by more than [***] of the aggregate amount that would otherwise be payable to Morphic in respect such royalties for such Product in such Calendar Quarter as a result of the reductions permitted pursuant to Section 8.8.1 (Reduction for Lack of Valid Claims), Section 8.8.2 (Generic Competition) and Section 8.8.3 (Third Party Payments by Xxxxxxx). Xxxxxxx may carry forward any such reductions permitted under Section 8.8.1 (Reduction for Lack of Valid Claims), Section 8.8.2 (Generic Competition) or Section 8.8.3 (Third Party Payments by Xxxxxxx) that are incurred or accrued in a Calendar Quarter but are not applied against royalties due to Morphic in such Calendar Quarter as a result of the foregoing floor and apply such amounts against royalties due to Morphic in any subsequent Calendar Quarter until the amount of such reduction has been fully applied against royalties due to Morphic.
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Maximum Payment Adjustments. In no event will the [***] royalties payable to C4 in a given Calendar Quarter reduced by more than [***] of the aggregate amount that would otherwise be payable to C4 in respect such [***] royalties in such Calendar Quarter as a result of the reductions permitted pursuant to Section 7.6.4(a) (Generic Competition) and Section 7.6.4(b) (Third Party Payments). Biogen may carry forward any such reductions permitted under Section 7.6.4(a) (Generic Competition) and Section 7.6.4(b) (Third Party Payments) that are incurred or accrued in a Calendar Quarter but are not applied against [***] royalties due to C4 in such Calendar Quarter as a result of the foregoing floor and apply such amounts against [***] royalties due to C4 in any subsequent Calendar Quarter (subject to the minimum floor set forth in this Section 7.6.4(c) (Maximum Royalty Adjustments)) until the amount of such reduction has been fully applied against [***] royalties due to C4.
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Maximum Payment Adjustments. During the Royalty Term, XXXXXXX shall have the right to adjust or reduce the royalties payable under Clause 5.4.1 pursuant to the provisions of Clauses 5.4.2, 5.4.3, and 5.4.4 provided however, that in no case shall such adjustment or reductions lower the amount of royalty payable under Clause 5.4.1 below [***] of the amount otherwise due. XXXXXXX shall be entitled to carry forward any such reductions permitted under Clauses 5.4.2, 5.4.3, and 5.4.4 that are incurred or accrued in a Calendar Quarter but are not applied against royalties due to LAVA in such Calendar Quarter as a result of the foregoing floor and apply such amounts against royalties due to LAVA in any subsequent Calendar Quarter until the amount of such reduction has been fully applied against royalties due to LAVA.
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Maximum Payment Adjustments. In no event will the royalties payable to Catalyst in a given Calendar Quarter be reduced by more than [***] of the aggregate amount that would otherwise be payable to Catalyst in respect of such royalties in such Calendar Quarter (as set forth in TABLE 7.4.1) as a result of the reductions permitted pursuant to Section 7.4.4(a) (Reductions for Patent Expiry, Generic Versions, and Compulsory Licenses) and Section 7.4.4(b) (Third Party Payments). Biogen may carry forward any such reductions permitted under Section 7.4.4(a) (Reductions for Patent Expiry, Generic Versions, and Compulsory Licenses) and Section 7.4.4(b) (Third Party Payments) that are incurred or accrued in a Calendar Quarter but are not applied against royalties due to Catalyst in such Calendar Quarter as a result of the foregoing floor. Biogen may apply such amounts against royalties due to Catalyst in any subsequent Calendar Quarter (subject to the minimum floor set forth in this Section 7.4.4(c) (Maximum Royalty Adjustments)) until the full amount of such reduction has been fully applied against royalties due to Catalyst.
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Maximum Payment Adjustments. (a) The total amount payable by CREDCO to all DealerTrack Companies pursuant to Section 6.4.1 (i) shall not exceed $95,000 during the one-year period beginning on the date on which integration between the DealerTrack Network and the systems through which CREDCO delivers CREDCO Products is complete and during each subsequent one-year period. (b) The total amount payable by CREDCO to all DealerTrack Companies pursuant to Section 6.4.1 (a) and Section 6.4.1 (c), collectively, shall not exceed the sum of (i) the product of the applicable fee under Section 6.4.1 (a) and the average number of credit bureau reports purchased from DT, or from the Repositories using a DT subscriber code, by the Assigned DT Bureau Customers and Subcontracted DT Bureau Customers described in Section 6.4.1 (a) for the full three calendar months prior to the date of this Agreement and (ii) the product of the applicable fee under Section 6.4.1 (c) and the average number of credit bureau reports purchased from DT, or from the Repositories using a DT subscriber code, by the Assigned DT Bureau Customers and Subcontracted DT Bureau Customers described in Section 6.4.1 (c) for the full three calendar months prior to the date of this Agreement.
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Maximum Payment Adjustments. In no event will the royalty rate applicable to any Product in a given Calendar Quarter be less than [**] as a result of the aggregate reductions permitted pursuant to Section 8.6.4(a) (Expiration of Valid Claims), Section 8.6.4(b) (Biosimilar Competition) and Section 8.6.4(c) (Third Party Payments).
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Maximum Payment Adjustments 
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Related to Maximum Payment Adjustments

  • Payment Adjustments The Monthly Capitation Payments shall be adjusted for a period not to exceed twenty-four (24) months prior to the Monthly Capitation Payment to reflect corrections to the Enrollee Listing Report. Payments will be adjusted to reflect the automatic enrollment of eligible newborn infants. At such time that Kentucky HEALTH is live, a delivery payment will be paid on the eighth (8th) day of the month for the previous month’s claims. Claims for payment adjustments shall be deemed to have been waived by the Contractor if a payment request is not submitted in writing within twelve (12) months following the month for which an adjustment is requested. Waiver of a claim for payment shall not release the Contractor of its obligations to provide Covered Services pursuant to the Contract. In the event that an Enrollee is eligible and enrolled, but does not appear on the Enrollee Listing Report, the Contractor may submit a payment adjustment request. The Contractor shall submit the request in accordance with Appendix D “Reporting Requirements and Reporting Deliverables” for automated reporting requirements. In the event that an Enrollee is eligible and enrolled and the Contractor believes the Capitation Payment was in error due to underpayment, overpayment, or duplicate payment, the Contractor may submit a payment adjustment request. The Contractor shall submit the request in accordance with Appendix D “Reporting Requirements and Reporting Deliverables” for automated reporting requirements. In the event that an Enrollee does not appear on the Enrollee Listing Report, but the Department has paid the Contractor for an Enrollee, the Department may request and obtain a refund of, or it may recoup from subsequent payments, any payment previously made to the Contractor. In the event an Enrollee appears on the Enrollee Listing Report but is determined to be ineligible, the Department may request and obtain a refund of, or it may recoup from subsequent payments, any payment previously made to the Contractor. In such instances, for each Enrollee that is determined to be ineligible, the Contractor may recover payment from any Provider who rendered services to Enrollee during the period of ineligibility. The entity to which the Enrollee is retroactively added shall assume responsibility for payment of any services provided to Enrollees during the period of adjusted eligibility. For cases involving Enrollee ineligibility due to Fraud, Waste, and Abuse, the Department shall only recoup the Capitation amount and the Contractor shall establish procedures pursuant to Section

  • Maximum Payments Nothing contained herein shall be deemed to establish or require the payment of a rate of interest or other charges in excess of the maximum permitted by applicable law. In the event that the rate of interest required to be paid or other charges hereunder exceed the maximum permitted by such law, any payments in excess of such maximum shall be credited against amounts owed by the Borrower to the Holder and thus refunded to the Borrower.

  • Maximum Payment The maximum period or aggregate of periods of accident make-up pay to be made by an Employer will be a total of 39 weeks for any one injury.

  • Base Rent Adjustments Base Rent shall be increased on each annual anniversary of the first day of the first full month during the Term of this Lease (each an “Adjustment Date”) by multiplying the Base Rent payable immediately before such Adjustment Date by the Rent Adjustment Percentage and adding the resulting amount to the Base Rent payable immediately before such Adjustment Date. Base Rent, as so adjusted, shall thereafter be due as provided herein. Base Rent adjustments for any fractional calendar month shall be prorated.

  • True-Up Adjustments From time to time, until the Retirement of the Recovery Bonds, the Servicer shall identify the need for True-Up Adjustments and shall take all reasonable action to obtain and implement such True-Up Adjustments, all in accordance with the following:

  • Subsequent Adjustments In the event that the Assuming Institution or the Receiver discovers any errors or omissions as contemplated by Section 8.2 or any error with respect to the payment made under Section 8.3 after the Settlement Date, the Assuming Institution and the Receiver agree to promptly correct any such errors or omissions, make any payments and effect any transfers or assumptions as may be necessary to reflect any such correction plus interest as provided in Section 8.4.

  • Base Rent Adjustment The Base Rent payable hereunder shall be adjusted upward from time to time in accordance with the following provisions: (a) Tenant shall pay to Landlord as an adjustment to Rent, an amount equal to the excess (the “Excess”) from time to time of total annual Operating Expenses per square foot of Rentable Area of the Premises, as Grossed-Up, over and above the Expense Stop. The Excess shall be obtained by multiplying (i) the difference between the annual Operating Expense per square foot of Rentable Area in the Premises and the Expense Stop, by (ii) the total Rentable Area of the Premises as set forth in Section 1.15. Such amount shall be paid in advance in monthly installments on the same dates as Base Rent is due and payable hereunder based on Landlord’s notice delivered to Tenant from time to time setting forth Landlord’s good faith estimate of the Operating Expenses for the current calendar year. Landlord shall have the right to adjust such amount no more than once a year to reflect any changes in Landlord’s estimate of Operating Expenses. (b) By April 1 of each calendar year during the Lease Term, or as soon thereafter as practicable, Landlord shall furnish to Tenant a statement (“Actual Statement”) of Landlord’s annual Operating Expenses, as Grossed-Up, for the previous calendar year. If for any calendar year the amounts collected from Tenant for the prior year, as a result of Landlord’s estimate of Operating Expenses, exceeds the amount of the Excess actually due during such prior year, then Landlord shall refund to Tenant any overpayment (or at Landlord’s option, apply such amount against Rent due or to become due hereunder). Likewise, Tenant shall pay to Landlord, on demand, any underpayment with respect to the prior year. (c) In the event of any good faith dispute as to the amount of the Excess as set forth in the statement of actual Operating Expenses, Tenant shall have the right, no more frequently than once per calendar year, after reasonable notice to Landlord and at reasonable times, to inspect and photocopy Landlord’s Operating Expenses records at Landlord’s offices. If, after such inspection and photocopy, Tenant continues, in good faith, to dispute the amount of the Excess as set forth in said statement, Tenant shall be entitled not later than one (1) year following Tenant’s receipt of an Actual Statement to retain a national, independent, certified public accountant who is not contracted on a contingency fee basis and is mutually acceptable to Landlord and Tenant to audit Landlord’s Operating Expenses records with respect to the calendar year covered by Actual Statement to determine the proper amount of the Excess. Landlord shall be entitled to review the results of such audit promptly after completion of same. If such audit proves that Landlord has overcharged Tenant, then within fifteen (15) days after the results of the audit are made available to Landlord, Landlord shall credit Tenant the amount of such overcharge toward the payments of Base Rent and Additional Rent next coming due under this Lease. If the results of such audit prove that Landlord has undercharged Tenant, then within fifteen (15) days after the results of the audit are made available to Tenant, Tenant shall pay to Landlord the amount of any such undercharge. Tenant agrees to pay the cost of such audit, provided that Landlord shall reimburse Tenant the amount of such cost if the results of such audit prove that Landlord’s determination of the Excess (as set forth in the Actual Statement) was in error by more than six percent (6%). If Tenant does not request an audit in accordance with the provisions of this Section 6(c) within one (1) year after Tenant’s receipt of an Actual Statement, such Actual Statement shall be conclusively binding upon Tenant. Landlord shall be required to maintain records of all Operating Expenses for three (3) years following the issuance of the Operating Expense statement for such Operating Expenses. The payment by Tenant of any amounts pursuant to this Article shall not preclude Tenant from questioning the correctness of any such statement.

  • Royalty Adjustments The following adjustments shall be made, on a Licensed Product-by-Licensed Product and country-by-country basis, to the royalties payable pursuant to this Section 5.5:

  • Annual Adjustments Base Rent shall be increased on each annual anniversary of the first day of the first full month during the Term of this Lease (each an “Adjustment Date”) by multiplying the Base Rent payable immediately before such Adjustment Date by the Rent Adjustment Percentage and adding the resulting amount to the Base Rent payable immediately before such Adjustment Date. Base Rent, as so adjusted, shall thereafter be due as provided herein. Base Rent adjustments for any fractional calendar month shall be prorated.

  • Tax Adjustments The Company may make such reductions in the Purchase Price, in addition to those required by Sections 3, 4, 5, 6, 7 and 8, as the Board of Directors considers to be advisable to avoid or diminish any income tax to holders of Common Stock or rights to purchase Common Stock resulting from any dividend or distribution of stock (or rights to acquire stock) or from any event treated as such for income tax purposes.

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