Overview and Costs Sample Clauses

Overview and Costs. Pursuant to the C-70 Project Agreement, commencing in the First payment month following the Substantial Completion Date, the Enterprises are required to pay Performance Payments (comprised of a Capital Performance Payment and an OMR Payment) to Developer in consideration of Work performed by Developer, and may be required to pay Compensation to the Developer in relation to a Supervening Event. To that end, the Parties agree to the division of costs as set forth in this Section IV of the Agreement.
Sample 1Sample 2See All (4)
Overview and Costs. Pursuant to the Instructions to Proposers contained in the RFP for the Project, the Enterprises may be required to pay a Stipend to the unsuccessful Proposers or to all the Proposers upon cancellation of the procurement. In addition, pursuant to the C-70 Project Agreement, the Enterprises are required to pay certain specified Termination Compensation to the Developer upon the termination of the C-70 Project Agreement. To that end, the Parties agree to the division of costs as set forth in this Section V of the Agreement.
Sample 1Sample 2
Overview and Costs. Pursuant to the C-70 Project Agreement, the Enterprises (i) are required to pay Milestone Payments to the Developer in consideration of Work performed by Developer up to and including Substantial Completion; (ii) may be required to pay Compensation to the Developer in relation to a Supervening Event; and (iii) may be required to make certain incentive payments to the Developer upon achievement of workforce participation goals. In addition, CDOT will have certain design and construction responsibilities pursuant to Section III.14 and will incur Pre-Development Costs associated with such activities. To that end, the Parties agree to the division of costs as set forth in this Section III of the Agreement.
Sample 1Sample 2
Overview and Costs. The Gap Project is being constructed adjacent to the I-25 general purpose lanes (referred to herein as the “I-25 Gap General Purpose Lanes”), and the Parties recognize the need to cooperate in carrying out the related operations and maintenance for the Gap Express Lanes and adjacent general purpose lanes. To that end, the Parties agree to cooperate in ensuring that the operations and maintenance are performed and agree to the division of costs as set forth in this Agreement. As a general matter, HPTE shall be responsible for operating and maintaining the Gap Express Lanes (including contracting for tolling services and tolling enforcement), and CDOT shall be responsible for operating and maintaining the I-25 Gap General Purpose Lanes.
Sample 1
Overview and Costs. The I-70 WB PPSL Project is being constructed adjacent to the I-70 general purpose lanes (referred to herein as the “I-70 General Purpose Lanes”), and the Parties recognize the need to cooperate in carrying out the related operations and maintenance for the WB PPSL Project and adjacent general purpose lanes. To that end, the Parties agree to cooperate in ensuring that the operations and maintenance are performed and agree to the division of costs as set forth in this Agreement. As a general matter, HPTE shall be responsible for operating and maintaining the I-70 WB PPSL (including contracting for tolling services and tolling enforcement), and CDOT shall be responsible for operating and maintaining the I-70 General Purpose Lanes.
Sample 1
Overview and Costs. The I-25 North Express Lanes Project (Segment 2) is being constructed adjacent to the I-25 general purpose lanes (within I-25 Segment 2, referred to herein as the “I-25 General Purpose Lanes”), and the Parties recognize the need to cooperate in carrying out the related operations and maintenance for the Segment 2 Project and adjacent general purpose lanes. To that end, the Parties agree to cooperate in ensuring that the operations and maintenance are performed and agree to the division of costs as set forth in this Agreement. As a general matter, HPTE shall be responsible for operating and maintaining the I-25 North Express Lanes Project (Segment 2) (including contracting for tolling services and tolling enforcement), and CDOT shall be responsible for operating and maintaining the I-25 General Purpose Lanes.
Sample 1
Overview and Costs. The Project is being constructed adjacent to the C-470 general purpose lanes (within the Project area, referred to herein as the “General Purpose Lanes”), and the Parties recognize the need to cooperate in carrying out the related operations and maintenance for the Project and adjacent General Purpose Lanes. To that end, the Parties agree to cooperate in ensuring that the operations and maintenance are performed and agree to the division of costs as set forth in this Agreement. As a general matter, HPTE shall be responsible for operating and maintaining the Project (including contracting for tolling services and tolling enforcement), and CDOT shall be responsible for operating and maintaining the General Purpose Lanes. It is the intent of the Parties that, except as specifically provided otherwise herein, CDOT shall perform such operations and maintenance of both the Project and the General Purpose Lanes, which for certainty shall include all work constituting both Project O&M Expenses and Renewal and Replacement Costs (as such terms are defined in the TIFIA Loan Agreement), and HPTE shall reimburse CDOT for HPTE’s proportionate share of the overall operations and maintenance expenses of the Project, as further set forth herein. CDOT shall operate and maintain the Project in a reasonable and prudent manner and shall maintain the Project in good repair, working order and condition and in accordance with the requirements of all applicable laws, applicable contracts, and the performance standards that apply to CDOT’s operation and maintenance of the General Purpose Lanes.
Sample 1
Overview and Costs. The I-25 North Express Lanes Project (Segment 3) is being constructed adjacent to the I-25 general purpose lanes (within I-25 Segment 3, referred to herein as the “I-25 General Purpose Lanes”), and the Parties recognize the need to cooperate in carrying out the related operations and maintenance for the Segment 3 Project and adjacent general purpose lanes. To that end, the Parties agree to cooperate in ensuring that the operations and maintenance are performed and agree to the division of costs as set forth in this Agreement. As a general matter, HPTE shall be responsible for operating and maintaining the I-25 North Express Lanes Project (Segment 3) (including contracting for tolling services and tolling enforcement), and CDOT shall be responsible for operating and maintaining the I-25 General Purpose Lanes. It is the intent of the Parties that, except as specifically provided otherwise herein, CDOT shall perform such operations and maintenance of both the I-25 North Express Lanes (Segment 3) and the I-25 General Purpose Lanes, subject to reimbursement from HPTE for HPTE’s proportionate share of the overall operations and maintenance expenses, as further described herein.
Sample 1

Related to Overview and Costs

  • Periodic Review of Costs of Environmental Compliance In the ordinary course of its business, the Company conducts a periodic review of the effect of Environmental Laws on the business, operations and properties of the Company and its subsidiaries, in the course of which it identifies and evaluates associated costs and liabilities (including, without limitation, any capital or operating expenditures required for clean-up, closure of properties or compliance with Environmental Laws or any permit, license or approval, any related constraints on operating activities and any potential liabilities to third parties). On the basis of such review and the amount of its established reserves, the Company has reasonably concluded that such associated costs and liabilities would not, individually or in the aggregate, result in a Material Adverse Change.

  • Review of Documentation The Depositor, by execution and delivery hereof, acknowledges receipt of the Mortgage Files pertaining to the Mortgage Loans listed on the Mortgage Loan Schedule, subject to review thereof by Xxxxx Fargo Bank National Association, LaSalle Bank National Association, Deutsche Bank National Trust Company and U.S. Bank National Association as applicable (each, a “Custodian” and, together, the “Custodians”), for the Depositor. Each Custodian is required to review, within 45 days following the Closing Date, each applicable Mortgage File. If in the course of such review the related Custodian identifies any Material Defect, the Seller shall be obligated to cure such Material Defect or to repurchase the related Mortgage Loan from the Depositor (or, at the direction of and on behalf of the Depositor, from the Trust Fund), or to substitute a Qualifying Substitute Mortgage Loan therefor, in each case to the same extent and in the same manner as the Depositor is obligated to the Trustee and the Trust Fund under Section 2.02(c) of the Trust Agreement.

  • Response/Compliance with Audit or Inspection Findings A. Grantee must act to ensure its and its Subcontractors’ compliance with all corrections necessary to address any finding of noncompliance with any law, regulation, audit requirement, or generally accepted accounting principle, or any other deficiency identified in any audit, review, inspection or investigation of the Grant Agreement and the services and Deliverables provided. Any such correction will be at Grantee’s or its Subcontractor's sole expense. Whether Xxxxxxx's action corrects the noncompliance shall be solely the decision of the System Agency. B. As part of the services, Grantee must provide to HHS upon request a copy of those portions of Grantee's and its Subcontractors' internal audit reports relating to the services and Deliverables provided to the State under the Grant Agreement. C. Grantee shall include the requirement to provide to System Agency (and any of its duly authorized federal, state, or local authorities) internal audit reports related to this Grant Agreement in any Subcontract it awards. Upon request by System Agency, Grantee shall enforce this requirement against its Subcontractor. Further, Grantee shall include in any Subcontract it awards a requirement that all Subcontractor Subcontracts must also include these provisions.

  • Overview (a) The Employer is committed to maintaining a stable and skilled workforce, recognising its contribution to the operation of the Employer. As such, full time direct and ongoing employment is a guiding principle of this Agreement. (b) The Employer will take all measures to achieve employment security for the direct permanent employees of the Employer. The Parties agree upon the measures in this Clause to protect and enhance the employment security, health and safety, terms and conditions of employment and career development of the employees. (c) The employer agrees that it is highly important to ensure that work is performed effectively, efficiently and without undue pressure or bullying, and in a way that promotes OHS and EO principles and practices in the workplace and appropriate representation of employees should they so request. The employer will ensure that its employment practices are consistent with the above principles and practices.

  • OIG INSPECTION, AUDIT, AND REVIEW RIGHTS ‌ In addition to any other rights OIG may have by statute, regulation, or contract, OIG or its duly authorized representative(s) may conduct interviews, examine or request copies of Xxxxxx’x books, records, and other documents and supporting materials and/or conduct on-site reviews of any of Xxxxxx’x locations for the purpose of verifying and evaluating: (a) Xxxxxx’x compliance with the terms of this IA and (b) Xxxxxx’x compliance with the requirements of the Federal health care programs. The documentation described above shall be made available by Xxxxxx to OIG or its duly authorized representative(s) at all reasonable times for inspection, audit, and/or reproduction. Furthermore, for purposes of this provision, OIG or its duly authorized representative(s) may interview Xxxxxx and any of Xxxxxx’x employees or contractors who consent to be interviewed at the individual’s place of business during normal business hours or at such other place and time as may be mutually agreed upon between the individual and OIG. Xxxxxx shall assist OIG or its duly authorized representative(s) in contacting and arranging interviews with such individuals upon OIG’s request. Xxxxxx’x employees and contractors may elect to be interviewed with or without a representative of Xxxxxx present.

  • Review Scope The parties confirm that the Asset Representations Review is not responsible for (a) reviewing the Receivables for compliance with the representations and warranties under the Transaction Documents, except as described in this Agreement or (b) determining whether noncompliance with the representations and warranties constitutes a breach of the Eligibility Representations. For the avoidance of doubt, the parties confirm that the review is not designed to determine why an Obligor is delinquent or the creditworthiness of the Obligor, either at the time of any Asset Review or at the time of origination of the related Receivable. Further, the Asset Review is not designed to establish cause, materiality or recourse for any Test Fail (as defined in Section 3.05).

  • Project Overview Project Title [Drafting note: ARENA to complete. Insert full long name in accordance with ARENA’s naming convention] i.e. [GMS Number] [Powerworks, voltage control on the Pacific Islands Study] [GMS Number] [study/ project/ fellowship/ scholarship/ R&D Project] Contract Number [Drafting note: ARENA to complete – to be obtained from ARENA’s GMS] Recipient [Drafting note: Recipient to insert full legal name and ABN] Guidelines and policies Advancing Renewables Program – Program Guidelines, 2020 (xxxxx://xxxxx.xxx.xx/xxxxxx/0000/00/XXXXX_XXX_Xxxxxxxxxx_XX_Xxxxxx_Xxxxx_XXXXX.xxx) ARENA Variation Policy (xxxxx://xxxxx.xxx.xx/xxxxxx/0000/00/xxxxx-xxxxxxx-xxxxxxxxx-xxxxxxxxx-xxxxxx.xxx) ARENA Report Writing Guidelines (xxxxx://xxxxx.xxx.xx/xxxxxx/0000/00/xxxxx-xxxxxx-xxxxxxx-xxxxxxxxxx.xxx)

  • Assistance and Cooperation (a) Each of the Companies shall provide (and shall cause its Affiliates to provide) the other Companies and their respective agents, including accounting firms and legal counsel, with such cooperation or information as they may reasonably request in connection with (i) preparing and filing Tax Returns, (ii) determining the liability for and amount of any Taxes due (including estimated Taxes) or the right to and amount of any refund of Taxes, (iii) examinations of Tax Returns, and (iv) any administrative or judicial proceeding in respect of Taxes assessed or proposed to be assessed. Such cooperation shall include making available, upon reasonable notice, all information and documents in their possession relating to the other Companies and their respective Affiliates as provided in Section 9. Each of the Companies shall also make available to the other Companies, as reasonably requested and available, personnel (including employees and agents of the Companies or their respective Affiliates) responsible for preparing, maintaining, and interpreting information and documents relevant to Taxes. (b) Any information or documents provided under this Section 8 or Section 9 shall be kept confidential by the Company or Companies receiving the information or documents, except as may otherwise be necessary in connection with the filing of Tax Returns or in connection with any administrative or judicial proceedings relating to Taxes. Notwithstanding any other provision of this Agreement or any other agreement, in no event shall any of the Companies or any of their respective Affiliates be required to provide the other Companies or any of their respective Affiliates or any other Person access to or copies of any information if such action could reasonably be expected to result in the waiver of any Privilege. In addition, in the event that any of the Companies determine that the provision of any information to the other Companies or their respective Affiliates could be commercially detrimental, violate any law or agreement or waive any Privilege, the Parties shall use reasonable best efforts to permit compliance with their obligations under this Section 8 or Section 9 in a manner that avoids any such harm or consequence.

  • Search, Enquiry, Investigation, Examination And Verification a. The Property is sold on an “as is where is basis” subject to all the necessary inspection, search (including but not limited to the status of title), enquiry (including but not limited to the terms of consent to transfer and/or assignment and outstanding charges), investigation, examination and verification of which the Purchaser is already advised to conduct prior to the auction and which the Purchaser warrants to the Assignee has been conducted by the Purchaser’s independent legal advisors at the time of execution of the Memorandum. b. The intending bidder or the Purchaser is responsible at own costs and expenses to make and shall be deemed to have carried out own search, enquiry, investigation, examination and verification on all liabilities and encumbrances affecting the Property, the title particulars as well as the accuracy and correctness of the particulars and information provided. c. The Purchaser shall be deemed to purchase the Property in all respects subject thereto and shall also be deemed to have full knowledge of the state and condition of the Property regardless of whether or not the said search, enquiry, investigation, examination and verification have been conducted. d. The Purchaser shall be deemed to have read, understood and accepted these Conditions of Sale prior to the auction and to have knowledge of all matters which would have been disclosed thereby and the Purchaser expressly warrants to the Assignee that the Purchaser has sought independent legal advice on all matters pertaining to this sale and has been advised by his/her/its independent legal advisor of the effect of all the Conditions of Sale. e. Neither the Assignee nor the Auctioneer shall be required or bound to inform the Purchaser of any such matters whether known to them or not and the Purchaser shall raise no enquiry, requisition or objection thereon or thereto.

  • Project Review A. Programmatic Allowances 1. If FEMA determines that the entire scope of an Undertaking conforms to one or more allowances in Appendix B of this Agreement, with determinations for Tier II Allowances being made by SOI-qualified staff, FEMA shall complete the Section 106 review process by documenting this determination in the project file, without SHPO review or notification. 2. If the Undertaking involves a National Historic Landmark (NHL), FEMA shall notify the SHPO, participating Tribe(s), and the NPS NHL Program Manager of the NPS Midwest Regional Office that the Undertaking conforms to one or more allowances. FEMA shall provide information about the proposed scope of work for the Undertaking and the allowance(s) enabling FEMA’s determination. 3. If FEMA determines any portion of an Undertaking’s scope of work does not conform to one or more allowances listed in Appendix B, FEMA shall conduct expedited or standard Section 106 review, as appropriate, for the entire Undertaking in accordance with Stipulation II.B, Expedited Review for Emergency Undertakings, or Stipulation II.C, Standard Project Review. 4. Allowances may be revised and new allowances may be added to this Agreement in accordance with Stipulation IV.A.3, Amendments. B. Expedited Review for Emergency Undertakings

Most Referenced Clauses

Most Referenced Definitions