Notification; Payment Sample Clauses

Notification; Payment. Servier shall promptly notify MacroGenics in writing of the first achievement of each of the milestones under this Section 9.3 (other than milestones under Section 9.3.1) and the corresponding milestone payment shall be due within *** after receipt of the corresponding invoice from MacroGenics.
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Notification; Payment. Kolltan shall notify MedImmune in writing promptly, and in no event beyond [**] days, after a milestone event described in Section 6.2.1 has been achieved, and the corresponding milestone payment shall be due within [**] days after receipt of the corresponding invoice from MedImmune.
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Notification; Payment. Gilead shall promptly notify MacroGenics in writing of the first achievement of each of the milestones under this Section 8.3 and the corresponding milestone payment shall be due within *** after receipt of the corresponding invoice from MacroGenics.
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Notification; Payment. For clarity, each of the foregoing payments is payable a maximum of one (1) time only, even if the corresponding milestone event is achieved more than once. Further, for the avoidance of doubt, in no event shall Rigel be entitled to receive from ATI more than $80,000,000, payable in accordance with this Section 4.2. ATI shall notify Rigel in writing, within five (5) Business Days of the first occurrence of each of the milestone events in this Section 4.2. The corresponding milestone payment shall be due within [***] after the occurrence of the applicable milestone event or, in the case of milestone payments due for [***],[***] from ATI’s receipt of [***].
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Notification; Payment. (i) Purchaser shall notify Seller in writing of the achievement of a Milestone within forty-five (45) days after such occurrence (the “Notification Date”). If the Notification Date occurs prior to the initial public offering of the Purchaser Common Stock, then (A) such notice shall be accompanied by copies of (x) Purchaser’s financial statements for the most recent fiscal quarter and fiscal year and (y) the most recent investor deck and other similar marketing materials provided to investors and prospective investors of Purchaser and (B) if requested by Seller, Purchaser shall make its Chief Financial Officer available for a meeting (by videoconference or in Purchaser’s offices) to address Seller’s questions regarding such materials and such other information concerning the Purchaser and its business, operations and financial condition as Seller may reasonably request to discuss, at such time and date as shall be mutually agreed upon by Purchaser and Seller. (ii) Thereafter, Purchaser and Seller will negotiate in good faith to agree upon the proportion of each Milestone Payment to be paid in cash versus shares of Purchaser Common Stock. If no agreement is reached by Purchaser and Seller within thirty (30) days after the Notification Date, fifty percent (50%) of such Milestone Payment shall be paid in cash and fifty percent (50%) of such Milestone Payment shall be paid in Purchaser Common Stock, unless Purchaser elects in its sole discretion to pay one hundred percent (100%) of such Milestone Payment in cash. (iii) Purchaser shall pay or cause to be paid (x) the cash portion, if any, of the applicable Milestone Payment to Seller within ten (10) Business Days after the determination of the proportion of the applicable Milestone Payment to be paid in cash versus shares of Purchaser Common Stock in accordance with Section 1.7(e)(ii), and (y) the stock portion, if any, of the applicable Milestone Payment to Seller within thirty (30) calendar days after the determination of the proportion of the applicable Milestone Payment to be paid in cash versus shares of Purchaser Common Stock in accordance with Section 1.7(e)(ii). The cash portion, if any, of any such Milestone Payment shall be paid by wire transfer of readily available funds to a bank account or bank accounts designated in writing by Seller. The stock portion, if any, shall be paid by the issuance to Seller of a number of shares of Purchaser Common Stock equal to (A) the applicable Milestone Payment, divi...
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Notification; Payment. (a) UpREIT shall notify Prime orally and in writing of as soon as possible of its receipt of any oral or written notification or written certificate described in Section 4 of each of the Hadesman Tax Indemnity Agreement or the Xxxxx Tax Indemnity Agreement. (b) UpREIT agrees to act in good faith to claim any tax benefits (including filing claims for refunds and amended tax returns) and take such other actions as may be reasonable to minimize the net amount of any indemnity payment due from Prime hereunder and to maximize the amount of its tax savings; provided, however, that UpREIT shall not be required to take any action which, in its good faith judgment, would have any material adverse business consequences to it. Prime shall have the right to timely and comprehensively review any computation of any Indemnity Payment received or prepared by UpREIT or the independent accounting firm described in Section 4 of each Tax Indemnity Agreement. (c) Any payment due to UpREIT pursuant to this Section 2 shall be paid upon the time a Indemnity Payment is due under the respective Tax Indemnity Agreement; provided, however, that obligations of Prime and UpREIT under this Agreement will first be set off against each other.
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Notification; Payment. Servier shall promptly notify MacroGenics in writing of the first achievement of each of the milestones under this Section 9.3 (other than milestones under Section 9.3.1) and the corresponding milestone payment shall be due within *** after receipt of the corresponding invoice from MacroGenics. *** = Portions of this exhibit have been omitted pursuant to a request for confidential treatment. An unredacted version of this exhibit has been filed separately with the Commission.
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Notification; Payment. (a) UpREIT shall notify Prime orally and in writing of as soon as possible of its receipt of any oral or written notification or written certificate described in Section 4 of each of the Hadesman Tax Indemnity Agreement or the Xxxxx Tax Indemnity Agreement. (b) UpREIT agrees to act in good faith to claim any tax benefits (including filing claims for refunds and amended tax returns) and take such other actions as may be reasonable to minimize the net amount of any indemnity payment due from Prime hereunder and to maximize the amount of its tax savings; PROVIDED, HOWEVER, that UpREIT shall not be required to take any action which, in its good faith judgment, would have any material adverse business consequences to it or to Prime Group Realty Trust. Prime shall have the right to timely and comprehensively review any computation of any Indemnity Payment received or prepared by UpREIT or the independent accounting firm described in Section 4 of each Tax Indemnity Agreement. (c) Any payment due to UpREIT pursuant to this Section 2 shall be paid upon the time an Indemnity Payment is due under the respective Tax Indemnity Agreement.
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Related to Notification; Payment

  • Notification of Non-payment The Global Agent shall forthwith notify Xxxxxxx Mac by facsimile, e-mail or other rapid means of communication if it has not received the full amount for any payment due in respect of the Notes on the date such payment is due. The Global Agent shall have no liability, responsibility, duty or obligation to any Holder or beneficial owner of Notes to take any action against Issuer in the event that Issuer fails to make available funds sufficient to pay amounts due and payable and owing to any Holder on any Payment Date. The Global Agent shall give issuance instructions to DTC in accordance with DTC’s procedures.

  • Termination Payment The final payment delivered to the Certificateholders on the Termination Date pursuant to the procedures set forth in Section 9.01(b).

  • Consideration Payment 5.1 In consideration of the Company’s Services, the Client shall pay to the Company the Consideration to be stipulated in the Termsheet and all reasonable out of pocket expenses (if any) in accordance with the commercial terms and payment terms as detailed in the Separate Agreement. 5.2 The Company shall send its staff to check for the quality of completion of the Project(s) together with the Client. The Client shall pay for the Company’s Services within 90 days upon the completion of the Project(s) to the satisfaction of the Client. 5.3 The Company shall be entitled to the receivables from the Client for the percentage of Work completed. The date of payment of such Work is stated in the Termsheets and unless the Company is not satisfied with the quality of Work completed and/or the Client has not fulfilled the terms and conditions specified under the Termsheets.

  • Down Payment The Mortgagor has contributed at least 5% of the purchase price for the Mortgaged Property with his/her own funds.

  • Retention Payment Subject to your compliance with Sections 6 and 7 of this letter agreement, if you remain an active full-time employee of the Company, Parent or any of their respective subsidiaries through the expiration of the 6-month period beginning on the day following the Closing Date (as defined in the Merger Agreement) (the “Vesting Date”), you will receive a cash payment equal to (i) the aggregate amount described in Section 6.2(a) of the Employment Agreement, determined as if your employment with the Company was terminated by the Company without Cause as of the Closing plus (ii) an amount equal to the portion of the premiums the Company would need to pay to provide you with the benefits under Sections 6.2(b) and (c) for the 12 month period following the Vesting Date, based on the premium costs in effect as of the Closing and assuming for this purpose that your employment terminated on the Vesting Date and that you timely elected to receive all such benefits, plus (iii) the Retention Bonus. The aggregate of these amounts will be paid to you in a lump sum on the third business day following the Release Effective Date (as defined below). You hereby agree that, notwithstanding anything contained in the Employment Agreement or any other agreement between you and the Company providing for severance or separation payments or benefits, you may either receive payment of amounts set forth in Section 2(a) or in Section 4, but in no event shall you be entitled to receive payment of both amounts; furthermore, you shall not be entitled to any severance or separation payments or benefits under the Employment Agreement (including under Sections 5 and 6 thereof) or under any other plan, program, policy, agreement or arrangement maintained by the Company, Parent or any of their respective affiliates, and all of your rights to such payments and benefits under the Employment Agreement and any such other plan, program, policy, agreement or arrangement will immediately terminate, in each case, except as otherwise provided herein. If you continue to be employed by Parent or its subsidiaries following the Vesting Date, you shall be eligible for severance benefits under either the applicable severance policy of Parent or one of its subsidiaries, as determined by Parent; provided, however, that you shall not receive credit for your service with Parent or the Company, or any of their respective subsidiaries, for the periods of employment that precede the Closing Date for any purpose under such policy, including eligibility, vesting or calculation of benefits.

  • Termination Payments In the event of termination of the employment of Executive, all compensation and benefits set forth in this Agreement shall terminate except as specifically provided in this paragraph 4:

  • Separation Payment An ASF Member shall be compensated at the final rate of pay for all unused, accumulated vacation, leave time upon separation from state service, or movement to a vacation ineligible position. An employee on an unpaid leave of absence of more than one (1) year for a purpose other than accepting an unclassified position in state civil service, or an employee on layoff that results in separation from service, may elect to be compensated at the final rate of pay for unused accumulated vacation leave. This accumulated vacation payout shall not exceed two hundred and seventy-five (275) hours, except in the case of the ASF Member's death. Calculation of an ASF Member's hourly rate for purposes of computing vacation separation payment shall be based upon a base of two thousand eighty-eight (2,088) working hours per year. Appointment periods of less than one (1) year in duration shall be prorated on this basis. Except as provided in Article 16, Section C, Subdivision 4 which pertains to the separation payment to retirees, the separation payment will be made in cash.

  • Contribution Payment To the extent the indemnification provided for under any provision of this Agreement is determined (in the manner hereinabove provided) not to be permitted under applicable law, the Company, in lieu of indemnifying Indemnitee, shall, to the extent permitted by law, contribute to the amount of any and all Indemnifiable Liabilities incurred or paid by Indemnitee for which such indemnification is not permitted. The amount the Company contributes shall be in such proportion as is appropriate to reflect the relative fault of Indemnitee, on the one hand, and of the Company and any and all other parties (including officers and directors of the Company other than Indemnitee) who may be at fault (collectively, including the Company, the "Third Parties"), on the other hand.

  • Notice of Termination Payment As soon as practicable after calculation of a Termination Payment, notice shall be given by the Non-Defaulting Party to the Defaulting Party of the amount of the Termination Payment and whether the Termination Payment is due to or due from the Non-Defaulting Party. The notice shall include a written statement explaining in reasonable detail the calculation of such amount. Subject to Section 5.4(b) above, the Termination Payment shall be made by the Party that owes it within three (3) Business Days after such notice is effective.

  • Compensation & Payment 8.4.1. Should the claim be found proven; settlement is executed only in the form of compensation payment added to the Client trade account. 8.4.2. Compensation shall not compensate the profit not received by the Client in the event that the Client had an intention to perform some action but has not performed it for some reason. 8.4.3. The Company shall not compensate non-pecuniary damage to the Client. 8.4.4. The Company adds a compensation payment to the Client trading account within one working day since the moment of making a positive decision on the dispute situation.

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