Payment of Liquidated Damages. If you supply all or some of your milk to a third party during a Month you must, if required by DFMC, immediately pay to DFMC liquidated damages for that Month calculated as follows: $X = W cents x (Y – Z) Where: $X is the amount payable by you to DFMC for the relevant Month. If $X is a negative amount, no amount is payable by you. Y is the average monthly litres you have supplied to DFMC based on the 12 months immediately preceding the relevant Month (or in the event you have not supplied DFMC for 12 months, the average monthly litres you have supplied to DFMC during the period you have supplied DFMC). Z is the number of litres supplied to DFMC by you for the relevant Month.
Payment of Liquidated Damages. With respect to the liquidated damages payable under Section 2.5(b) (PV System Equivalent Availability Factor Performance Metric and Liquidated Damages), Section 2.6(c) (GPR Performance Metric and Liquidated Damages), Section 2.7(a) (XXXX Capacity Test and Liquidated Damages), Section 2.8(a) (XXXX Annual Equivalent Availability Factor and Liquidated Damages), Section 2.9 (XXXX Annual Equivalent Forced Outage Factor; Liquidated Damages) and Section 2.10 (XXXX Round Trip Efficiency; Liquidated Damages; Termination Rights) and Section 2.11 (Fast Frequency Response Performance Metric) [SUBJECT TO REMOVAL PER SECTION 2.11 DRAFTING NOTE] (collectively, the "Performance Metrics LDs"), Company shall have the right, at any time on or after the LD Assessment Date for the liquidated damages in question, at Company's option, to set-off such liquidated damages from the amounts to be paid to Seller under Section 2.3 (Lump Sum Payment) of this Agreement or, to draw such liquidated damages from the Operating Period Security, as follows: if the XXXX fails to achieve the XXXX Capacity Performance Metric for a XXXX Measurement Period, the Company shall have the right to set-off or draw the amount owed for such failure as calculated as provided in Section 2.7(a) (XXXX Capacity Test and Liquidated Damages); and if the Monthly Report for the calendar month, MPR Assessment Period, or XXXX Measurement Period in question, as applicable, shows a failure to achieve one or more of the Performance Metrics required for the LD Period in question, the MPR Measurement Period in question, or the XXXX Measurement Period in question, as applicable, and Company does not submit a Notice of Disagreement with respect to such Monthly Report, the Company shall have the right to set-off or draw the amount of liquidated damages owed for such failure as calculated as provided in Section 2.5(b) (PV System Equivalent Availability Factor Performance Metric and Liquidated Damages), Section 2.6(c) (GPR Performance Metric and Liquidated Damages), Section 2.8(a) (XXXX Annual Equivalent Availability Factor and Liquidated Damages), Section 2.9 (XXXX Annual Equivalent Forced Outage Factor; Liquidated Damages), Section 2.10 (XXXX Round Trip Efficiency Test; Liquidated Damages; Termination Rights) and Section 2.11 (Fast Frequency Response Performance Metric) [SUBJECT TO REMOVAL PER SECTION 2.11 DRAFTING NOTE], as applicable; in all cases in which Company submits a Notice of Disagreement for a given Monthly Repor...
Payment of Liquidated Damages. With respect to any Liquidated Damages that accrue, Owner shall invoice Contractor for such Liquidated Damages. Contractor shall pay such Liquidated Damages within ten (10) Days after Contractor’s receipt of such invoice. To the extent Contractor does not pay such Liquidated Damages within such ten (10) Day period, Owner may, at its option, do one or more of the following: (i) withhold from Contractor amounts that are otherwise due and payable to Contractor in the amount of such Liquidated Damages and/or (ii) collect on the Letter of Credit in the amount of such Liquidated Damages. For the avoidance of doubt, prior to exercising such right to withhold or collect on the Letter of Credit, Owner shall not be required to provide the notice as set forth in Section 7.8. As used in this Agreement, Liquidated Damages are “paid” if and to the extent Owner exercises option (i) or (ii) above for the collection of Liquidated Damages.
Payment of Liquidated Damages. WITH RESPECT TO ANY TERMINATION FEES PAYABLE IN CONNECTION WITH ANY EARLY TERMINATION RIGHT SET FORTH IN THIS SECTION 2.03, OR IN SECTION 18.04 BELOW, LESSEE RECOGNIZES AND AGREES THAT, IF THIS AGREEMENT IS TERMINATED WITH RESPECT TO ANY OF THE HOTELS FOR THE REASONS SPECIFIED IN THIS SECTION 2.03 OR IN SECTION 18.04 BELOW, THEREBY ENTITLING MANAGER TO RECEIVE THE TERMINATION FEES AS SET FORTH IN THIS SECTION 2.03 OR IN SECTION 18.04 BELOW, MANAGER WOULD SUFFER AN ECONOMIC LOSS BY VIRTUE OF THE RESULTING LOSS OF MANAGEMENT FEES WHICH WOULD OTHERWISE HAVE BEEN EARNED UNDER THIS AGREEMENT. BECAUSE SUCH FEES VARY IN AMOUNT DEPENDING ON THE TOTAL GROSS REVENUES EARNED AT THE HOTELS AND ACCORDINGLY WOULD BE EXTREMELY DIFFICULT AND IMPRACTICAL TO ASCERTAIN WITH CERTAINTY, THE PARTIES AGREE THAT THE TERMINATION FEES PROVIDED IN THIS SECTION 2.03 AND IN SECTION 18.04 BELOW CONSTITUTE A REASONABLE ESTIMATE OF LIQUIDATED DAMAGES TO MANAGER FOR PURPOSES OF ANY AND ALL LEGAL REQUIREMENTS, AND IT IS AGREED THAT MANAGER SHALL NOT BE ENTITLED TO MAINTAIN A CAUSE OF ACTION AGAINST LESSEE, EXCEPT AS SPECIFICALLY PROVIDED HEREIN, FOR ACTUAL DAMAGES IN EXCESS OF THE TERMINATION FEES IN ANY CONTEXT WHERE THE TERMINATION FEES ARE PROVIDED BY THIS AGREEMENT, AND RECEIPT OF SUCH FEES (TOGETHER WITH ALL OTHER AMOUNTS DUE AND PAYABLE BY LESSEE TO MANAGER WITH RESPECT TO EVENTS OCCURRING PRIOR TO TERMINATION OF THIS AGREEMENT WITH RESPECT TO THE APPLICABLE HOTELS OR AS OTHERWISE PROVIDED HEREIN) SHALL BE MANAGER’S SOLE REMEDY FOR DAMAGES AGAINST LESSEE IN ANY SUCH CASE. The foregoing shall in no way affect any other sums due Manager under this Article II or otherwise hereunder, including, without limitation, the Management Fees earned during the Term, or any other rights or remedies, at law or in equity of Manager under this Agreement or under Legal Requirements, including any indemnity obligations of Lessee to Manager under this Agreement.
Payment of Liquidated Damages. (a) The parties hereto agree that the Holders of Registrable Securities will suffer damages, and that it would not be feasible to ascertain the extent of such damages with precision, if (i) a Registration Statement is not timely filed pursuant to Section 2, 3 and 6, (ii) a Registration Statement has not been declared effective under the Securities Act or any foreign securities laws pursuant to Section 6 or (iii) the Company fails to comply with any of the terms of this Agreement. Each of the events described above shall be deemed to continue until (a) the date a Registration Statement is filed in the case of an event of the type described in clause (i), (b) the date a Registration Statement is declared effective under the Securities Act or any foreign securities laws in the case of an event of the type described in clause (ii) and (c) termination of the breach in the case of an event of the type described in clause (iii).
(b) Accordingly, commencing on (and including) any event date described above and ending on the day such failure to file or become effective or breach is cured (a "Damages Accrual Period"), the Company agrees to pay, as liquidated damages and not as a penalty, an amount (the "Liquidated Damages Amount") payable to Holders of Registrable Securities within 15 days from the date such Damages Accrual Period ends, at a rate per annum equal to 2% of the value of the Registrable Securities owned by the Holders; provided that no liquidated damages shall accrue or be payable if the failure to file, go effective or comply is the result of an Excused Performance.
(c) An "Excused Performance" shall be deemed to result from (a) the failure of the SEC to declare a Registration Statement effective despite the Company's reasonable good faith efforts to respond to SEC comments in a timely and complete manner, (b) the failure of the SEC to declare a Registration Statement effective because of the failure of any Holder to provide any information requested by the SEC, the NASD or any state securities regulatory body concerning itself or its Affiliates, its or such Affiliates' relationship with the Company or any Affiliates of the Company, or its plans for the disposition of Registrable Securities or (c) the failure of the NASD or any state securities regulatory body to provide any necessary clearance, registration or qualification for the offering.
Payment of Liquidated Damages. 1. The liquidated damages for the Contractor’s failure to complete Work of the Project within the construction duration as agreed and determined at the commencement of the Project pursuant to 00700 Section 7.3 Liquidated Damages is $1,500 per calendar day.
Payment of Liquidated Damages. With respect to any liquidated damages or other fees incurred herein by the Company for failure to act in a timely manner, the Holder reserves the rights to take payment of such amounts in cash or in Common Stock priced at the Conversion Price (as defined in the Note).
Payment of Liquidated Damages. Amounts due the Purchaser as liquidated damages may be deducted by the Purchaser from any money payable to Provider under this contract, or the Purchaser may bill the Provider as a separate item and the Provider shall immediately make payments on such bills. If the delay or failure causes the Purchaser to terminate this contract in whole or in part, the Provider remains liable for liquidated damages until the time the Purchaser may reasonably obtain performance of similar services.
Article 16 Matching, Level of Effort and Earmarking
Payment of Liquidated Damages. (a) Under certain circumstances the Issuers will be obligated to pay certain Liquidated Damages to the Holders of certain Initial Notes, as more particularly set forth in such Initial Notes.
Payment of Liquidated Damages. If you fail to supply DFMC with at least 90% of the Contracted Volume in any Month, except where the failure is due to Force Majeure, then you must, if required by DFMC, immediately pay to DFMC liquidated damages for that Month calculated as follows: $X = W cents x (Y – Z) Where: $X is the amount payable by you to DFMC for the relevant Month. If $X is a negative amount, no amount is payable by you. Y is the Contracted Volume for the relevant Month. Z is the number of litres supplied to DFMC by you for the relevant Month.
