Notice of Costs. Bio-Vascular and Vital Images acknowledge that Bio- --------------- Vascular and Vital Images may incur costs and expenses, including, but not limited to, contributions to Plans and the payment of insurance premiums arising from or related to any of the Plans that are, as set forth in this Agreement, the responsibility of the other party hereto. Accordingly, Bio- Vascular and Vital Images shall (i) give notice to the other party of the costs to be incurred prior to payment and (ii) demand that the other party which has the obligation to pay shall pay the cost and expense.
Notice of Costs. Substitution of Banks. Each Bank will notify the Company of any event that will entitle such Bank to compensation under paragraphs 2.11 and 2.14 as promptly as practicable, but in any event within 45 days after an officer of the Bank responsible for matters concerning this Agreement has knowledge of such event. If such Bank fails to give such notice, such Bank shall only be entitled to such compensation for the period commencing on the date of the giving of such notice. Each Bank shall use its best efforts to avoid the need to give a notice under paragraph 2.11 or 2.14 by designating a different Applicable Lending Office outside of the United States if such designation would avoid the need to give such notice and will not, in the sole opinion of such Bank, be disadvantageous to such Bank. In the event the Company receives such notice or is otherwise required under the provisions of paragraphs 2.11 or 2.14 to make payments in a material amount to any Bank, the Company may, so long as no Event of Default shall have occurred and be continuing, elect to substitute such Bank as a party to this Agreement; provided that, concurrently with such substitution, (i) the Company shall pay that Bank all principal, interest and fees and other amounts (including without limitation, amounts, if any, owed under paragraph 2.11, 2.12 or 2.14) owed to such Bank through such date of termination, (ii) another commercial bank satisfactory to the Company and the Agent (or if the Agent is also the Bank to be substituted, the successor Agent) shall agree, as of such date, to become a Bank (whether by assignment or amendment) for all purposes under this Agreement and to assume all obligations of the Bank to be substituted as of such date, and (iii) all documents, supporting materials and fees necessary, in the judgment of the Agent (or if the Agent is also the Bank to be substituted, the successor Agent) to evidence the substitution of such Bank shall have been received and approved by the Agent as of such date.
Notice of Costs. Epitope and Agritope acknowledge that Epitope and Agritope may have incurred or may incur costs and expenses, including, but not limited to, contributions to Plans and the payment of insurance premiums arising from or related to any of the Plans that are, as set forth in this Agreement, the responsibility of the other party hereto. Accordingly, Epitope and Agritope shall (i) give notice to the other party of the costs and expenses incurred or the costs and expenses to be incurred and (ii) demand that the other party, if it has the obligation to pay, pay or reimburse the cost and expense.
Notice of Costs. Substitution of Banks .............17 3. FEES; PAYMENTS . . . . . . . . . . . . . . . . . . . . . . 18 3.1 Facility Fee............................. . . . . . .18 3.2 Fees of the Agent ...................................18 3.3 Computation of Interest and Fees ....................18 3.4 Pro Rata Treatment and Application of Principal Payments . . . . . . . . . . . . . . . .18 3.5 Modification Fee... . . . . . . . . . . . . . . . . .19
Notice of Costs. Neither the Administrative Agent nor any Lender shall be entitled to compensation under Section 2.12 for any costs incurred or reductions suffered with respect to any date unless it shall have notified the Borrower that it will demand compensation for such costs or reductions suffered not more than 180 days after the later of (a) such date and (b) the date on which such Lender or Administrative Agent shall have become aware of such costs or reductions.
Notice of Costs. (a) On the date that is ten (10) Business Days prior to the Closing Date, each Party shall provide to the other Party, a statement identifying in reasonable detail all Migration Costs (inclusive of any Additional Migration Costs) that have been incurred by it up to the date (“Closing Costs Notice Date”) of the statement (“Notice of Costs”).
