Reimbursement for Operating and General and Administrative Expenses Sample Clauses

Reimbursement for Operating and General and Administrative Expenses. (a) QRC hereby agrees to continue to provide, or cause to be provided, the Partnership Group with general and administrative services, such as legal, accounting, treasury, insurance administration and claims processing, risk management, health, safety and environmental, information technology, human resources, credit, payroll, taxes, land management, engineering and senior management oversight, that are substantially identical in nature and quality to the services of such type previously provided by QRC and its Affiliates in connection with its management and operation of the Assets during the one (1) year period prior to the Closing Date. For the avoidance of doubt, incremental public company expenses of the Partnership, such as in connection with preparation and filing of Commission reports, registration statements and other filings, external audit, internal audit, transfer agent and registrar, legal, printing, unitholder reports, and other related costs and expenses shall not be deemed to be expenses and expenditures for general and administrative services. (b) The Partnership Group hereby agrees to reimburse QRC and its Affiliates for all reasonable expenses and expenditures QRC or its Affiliates incurs or payments it makes on behalf of the Partnership Group for general and administrative services. (c) The Partnership Group hereby agrees to reimburse QRC and its Affiliates for all reasonable expenses and expenditures QRC or its Affiliates incurs or payments it makes on behalf of the Partnership Group in connection with the business and operations of the Partnership Group, including, but not limited to, (i) salaries of operational personnel performing services on the Partnership Group’s behalf and the cost of employee benefits for such personnel, (ii) capital expenditures, (iii) maintenance and repair costs, (iv) taxes and (v) incremental public company expenses of the Partnership. (d) The General Partner will be entitled to allocate any such expenses and expenditures between the Partnership Group, on the one hand, and QRC, on the other hand, in accordance with the foregoing provision on any reasonable basis.
Sample 1Sample 2Sample 3See All (5)
AutoNDA by SimpleDocs
Reimbursement for Operating and General and Administrative Expenses. (a) Quicksilver hereby agrees to continue to provide, or cause to be provided, the Partnership Group with general and administrative services, such as legal, accounting, treasury, cash management, insurance administration and claims processing, risk management, health, safety and environmental, information technology, human resources, credit, payroll, internal audit, taxes and engineering, that are substantially identical in nature and quality to the services of such type previously provided by Quicksilver in connection with its management and operation of the MLP Assets during the two (2) year period prior to the Closing Date (collectively, the “Services”). (b) The Partnership Group hereby agrees to reimburse Quicksilver for all expenses incurred in conjunction with the performance of the Services, including expenditures it incurs or payments it makes on behalf of the Partnership Group in connection with the business and operations of the Partnership Group, including, but not limited to, (i) salaries of all Quicksilver personnel performing services on the Partnership Group’s behalf and the cost of employee benefits for such personnel, (ii) public company expenses of the MLP, such as K–1 preparation, external audit, internal audit, transfer agent and registrar, legal, printing, unitholder reports and other costs and expenses, (iii) general and administrative expenses and (iv) salaries and benefits of executive management of the General Partner who are employees of Quicksilver. (c) To the extent Quicksilver shall have charge or possession of any of the MLP Assets in connection with the provision of the Services, Quicksilver shall separately maintain, and not commingle, the MLP Assets with those of Quicksilver or any other Person.
Sample 1Sample 2See All (5)
Reimbursement for Operating and General and Administrative Expenses. (a) Crestwood Holdings hereby agrees to continue to provide, or cause to be provided, the Partnership Group with general and administrative services, such as legal, accounting, treasury, cash management, insurance administration and claims processing, risk management, health, safety and environmental, information technology, human resources, credit, payroll, internal audit, taxes and engineering (collectively, the “Services”). (b) The Partnership Group hereby agrees to reimburse the Crestwood Holdings Entities for all expenses incurred by or on its behalf in conjunction with the performance of the Services, including expenditures it incurs or payments it makes on behalf of the Partnership Group in connection with the business and operations of the Partnership Group, including, but not limited to, (i) salaries of all Crestwood Holdings personnel performing services on the Partnership Group’s behalf and the cost of employee benefits for such personnel, (ii) public company expenses of the MLP, such as K–1 preparation, external audit, internal audit, transfer agent and registrar, legal, printing, unitholder reports and other costs and expenses, (iii) general and administrative expenses and (iv) salaries and benefits of executive management of the General Partner who are employees of Crestwood Holdings. (c) To the extent Crestwood Holdings shall have charge or possession of any of the MLP Assets in connection with the provision of the Services, Crestwood Holdings shall separately maintain, and not commingle, the MLP Assets with those of Crestwood Holdings or any other Person.
Sample 1Sample 2Sample 3
Reimbursement for Operating and General and Administrative Expenses. (a) In addition to and not in limitation of the rights and obligations set forth in the Services Agreement, CEG hereby agrees to continue to provide, or cause to be provided, the Partnership Group with general and administrative services, such as legal, corporate recordkeeping, planning, budgeting, regulatory, accounting, billing, business development, treasury, insurance administration and claims processing, risk management, health, safety and environmental, information technology, human resources, investor relations, cash management and banking, payroll, internal audit, taxes and engineering, that are substantially identical in nature and quality to the services of such type previously provided by CEG in connection with its management and operation of the Assets (collectively, the “Services”). (b) The Partnership Group hereby agrees to reimburse CEG for all direct and indirect expenses incurred in conjunction with the performance of the Services, including expenditures it incurs or payments it makes on behalf of the Partnership Group in connection with the business and operations of the Partnership Group, including, but not limited to, (i) expenses incurred as a result of the MLP becoming and continuing as a publicly traded entity (including costs associated with Securities and Exchange Commission (“SEC”) filings, independent auditor fees, partnership governance and compliance, registrar and transfer agent fees, tax return and Schedule K-1 preparation and distribution, legal fees and director compensation), and (ii) salaries and bonuses of all CEG and/or NiSource Corporate Services personnel, including an allocable portion thereof, performing services on the Partnership Group’s behalf and the cost of employee benefits for such personnel.
Sample 1Sample 2Sample 3
Reimbursement for Operating and General and Administrative Expenses. (a) DEFS hereby agrees to continue to provide the Partnership Group with certain general and administrative services, such as legal, accounting, treasury, insurance administration and claims processing, risk management, health, safety and environmental, information technology, human resources, credit, payroll, internal audit, taxes and engineering. These general and administrative services shall be substantially identical in nature and quality to the services of such type previously provided by DEFS in connection with their management and operation of the MLP Assets during the one-year period prior to the Closing Date. (b) Subject to the provisions of Section 3.3, the Partnership Group hereby agrees to reimburse DEFS for all expenses and expenditures it incurs or payments it makes on behalf of the Partnership Group for these general and administrative services. (c) The Partnership Group hereby agrees to reimburse DEFS for all other expenses and expenditures it incurs or payments it makes on behalf of the Partnership Group, including, but not limited to, (i) salaries of operational personnel performing services on the Partnership Group’s behalf and the cost of employee benefits for such personnel, (ii) capital expenditures, (iii) maintenance and repair costs and (iv) taxes. (d) The General Partner shall be entitled to allocate any such expenses and expenditures between the Partnership Group, on the one hand, and DEFS, on the other hand, in accordance with the foregoing provision on any reasonable basis.
Sample 1Sample 2
Reimbursement for Operating and General and Administrative Expenses. (a) Each of G&P and Holdings hereby agrees to continue to provide, or cause to be provided, the Partnership Group with general and administrative services, such as legal, EAGLE ROCK ENERGY PARTNERS, L.P. Omnibus Agreement accounting, treasury, insurance administration and claims processing, risk management, health, safety and environmental, information technology, human resources, credit, payroll, internal audit, taxes and engineering, that are substantially identical in nature and quality to the services of such type previously provided by each of G&P and Holdings in connection with their management and operation of the MLP Assets during the one-year period prior to the Closing Date. (b) The Partnership Group hereby agrees to reimburse each of G&P and Holdings for all expenses and expenditures they incur or payments they make on behalf of the Partnership Group in connection with the business and operations of the Partnership Group, including, but not limited to, (i) salaries of operational personnel performing services on the Partnership Group’s behalf and the cost of employee benefits for such personnel, (ii) capital expenditures and (iii) maintenance and repair costs. (c) The General Partner shall be entitled to allocate any such expenses and expenditures between the Partnership Group, on the one hand, and G&P and Holdings, on the other hand, in accordance with the foregoing provision on any reasonable basis.
Sample 1
Reimbursement for Operating and General and Administrative Expenses. (a) EnerVest hereby agrees to continue to provide the Partnership Group with certain general and administrative services, such as legal, accounting, treasury, insurance administration and claims processing, risk management, health, safety and environmental, information technology, human resources, credit, payroll, internal audit, taxes, engineering and senior management oversight. These general and administrative services shall be substantially identical in nature and quality to the services of such type previously provided by EnerVest in connection with their management and operation of the MLP Assets during the one-year period prior to the Closing Date. (b) Subject to the provisions of Section 3.3, the Partnership Group hereby agrees to reimburse EnerVest for all third-party expenses and expenditures it incurs or payments it makes on behalf of the Partnership Group for these general and administrative services. (c) The General Partner shall be entitled to allocate any such out-of-pocket expenses and expenditures made in accordance with the foregoing provision between the Partnership Group, on the one hand, and EnerVest on the other hand on any reasonable basis.
Sample 1
AutoNDA by SimpleDocs

Related to Reimbursement for Operating and General and Administrative Expenses

  • General and Administrative Costs The Borrower shall ensure that the payment of all the general and administrative costs of the Borrower and the Owners in connection with the ownership and operation of the Ships (including, without limitation, the payment of the management fees pursuant to the Management Agreements) shall be fully subordinated to the payment obligations of the Borrower and the Owners under this Agreement and the other Finance Documents throughout the Security Period.

  • Bookkeeping and Administrative Expenses If so provided in the Prospectus, as compensation for providing bookkeeping and other administrative services of a character described in Section 26(a)(2)(C) of the Investment Company Act of 1940 to the extent such services are in addition to, and do not duplicate, the services to be provided hereunder by the Trustee or the Depositor for providing supervisory services, the Depositor shall receive at the times specified in Section 3.05, against a statement or statements therefor submitted to the Trustee an aggregate annual fee in an amount which shall not exceed that amount set forth in the Prospectus, calculated as specified in Section 3.05. Such compensation may, from time to time, be adjusted provided that the total adjustment upward does not, at the time of such adjustment, exceed the percentage of the total increase, during the period from the Trust Agreement to the date of any such increase, in consumer prices for services as measured by the United States Department of Labor Consumer Price Index entitled "All Services Less Rent of Shelter" or similar index as described under Section 3.18. The consent or concurrence of any Unitholder hereunder shall not be required for any such adjustment or increase. Such compensations shall be paid by the Trustee, upon receipt of invoice therefor from the Depositor, upon which, as to the cost incurred by the Depositor of providing services hereunder the Trustee may rely, and shall be charged against the Income and Capital Accounts as specified in Section 3.

  • General Expenses You authorize the Manager to charge your account with your Underwriting Percentage of all expenses of a general nature incurred by the Manager and Co-Managers under the applicable AAU in connection with the Offering, including the negotiation and preparation thereof, or in connection with the purchase, carrying, marketing and sale of any securities under the applicable AAU and any Intersyndicate Agreement, including, without limitation, legal fees and expenses, transfer taxes, costs associated with approval of the Offering by the NASD and the costs of currency transactions (including forward and hedging currency transactions) entered into to facilitate settlement of the purchase of Securities permitted under Section 3.1 hereof.

  • Payments for Distribution Assistance and Administrative Support Services (a) Payments to the Distributor. In consideration of the payments made by the Fund to the Distributor under this Plan, the Distributor shall provide administrative support services and distribution services to the Fund. Such services include distribution assistance and administrative support services rendered in connection with Shares (1) sold in purchase transactions, (2) issued in exchange for shares of another investment company for which the Distributor serves as distributor or sub-distributor, or (3) issued pursuant to a plan of reorganization to which the Fund is a party. If the Board believes that the Distributor may not be rendering appropriate distribution assistance or administrative support services in connection with the sale of Shares, then the Distributor, at the request of the Board, shall provide the Board with a written report or other information to verify that the Distributor is providing appropriate services in this regard. For such services, the Fund will make the following payments to the Distributor:

  • Management and Administrative Services The Investment Adviser shall perform, or arrange for its affiliates to perform, the management and administrative services necessary for the operation of the Fund, including administering shareholder accounts and handling shareholder relations. The Investment Adviser shall provide the Fund with office space, facilities, equipment and necessary personnel and such other services as the Investment Adviser, subject to review by the Board of Directors, from time to time shall determine to be necessary or useful to perform its obligations under this Agreement. The Investment Adviser, also on behalf of the Fund, shall conduct relations with custodians, depositories, transfer agents, pricing agents, dividend disbursing agents, other shareholder servicing agents, accountants, attorneys, underwriters, brokers and dealers, corporate fiduciaries, insurers, banks and such other persons in any such other capacity deemed to be necessary or desirable. The Investment Adviser generally shall monitor the Fund's compliance with investment policies and restrictions as set forth in filings made by the Fund under the federal securities laws. The Investment Adviser shall make reports to the Board of Directors of its performance of obligations hereunder and furnish advice and recommendations with respect to such other aspects of the business and affairs of the Fund as it shall determine to be desirable.

  • Financial, Accounting, and Administrative Services The Manager shall maintain the existence and records of the Corporation; maintain the registrations and qualifications of Fund Shares under federal and state law; monitor the financial, accounting, and administrative functions of the Fund; maintain liaison with the various agents employed by the Corporation (including the Corporation’s transfer agent, custodian, independent accountants and legal counsel) and assist in the coordination of their activities on behalf of the Fund.

  • Management and Administration 5.1 TxDOT Responsibility for Policy Decisions

  • COLLECTION AND ADMINISTRATION 42 5.1 Borrower's Loan Accounts ............................................................. 42 5.2 Statements ........................................................................... 42 5.3

  • General and Administrative 4.1 This Agreement shall be governed in all respects and aspects by the laws of the State of Texas, and the parties hereby agree any legal action concerning this Agreement shall be brought in a court of competent jurisdiction, in Lubbock County, Texas. If counsel is required to enforce terms of this Agreement and/ or corollary agreements, the prevailing party shall be entitled to recover reasonable attorney fees and costs. 4.2 If any provision of this Agreement, or its application to any person or circumstance, is invalid or unenforceable, the remainder of this Agreement or the application of those provisions to other persons or circumstances shall not be affected thereby. 4.3 This Agreement and the attachments hereto, contain the entire Agreement of the parties and there are no representatives, inducements, promises, agreements, arrangements, or undertakings, oral or written, between parties other than those set forth and duly executed in writing. No agreement of any kind shall be binding upon either party unless and until the same has been made in writing and duly executed by both parties. The Agreement shall not be modified or amended except by written agreement executed by both parties. 4.4 The parties have reviewed this Agreement in its entirety and acknowledge each has had a full opportunity to negotiate the Agreements terms. Therefore, the parties expressly waive any and all applicable common law and statutory rules of construction any provision of this Agreement should be construed against the Agreement’s drafter, and agree and affirm the Agreement and all provisions thereof shall in all cases be construed as a whole, according to the fair meaning of the language utilized. 4.5 Failure to insist upon strict compliance with any of the terms, covenants, and conditions hereof shall not be deemed a waiver of such terms, covenants, and conditions, nor shall any waiver or relinquishment of any right or power here under at any one or more times be deemed a waiver or relinquishment of such right or power at any other time or times. No waiver shall be valid unless in writing and signed by all parties. 4.6 The captions of each section are added as a matter of convenience only and shall be considered of no effect in the construction of any provision of this Agreement. 4.7 This Agreement may be executed by facsimile or e-mail attachment and/ or in any number of counterparts, any or all of which may contain the signatures of less than all parties, and all of which shall be construed together as but a single instrument and shall be binding on the parties as though originally executed on one originally executed document. All facsimile and e-mail attachment counterparts shall be promptly followed with delivery of original executed counterparts. 4.8 This Agreement shall become effective upon execution of the Group Contract, Group Itinerary, and Group Package Options form by the parties involved.

  • Business and Entertainment Expenses Subject to Company’s standard policies and procedures with respect to expense reimbursement as applied to its executive employees generally, Company shall reimburse Executive for, or pay on behalf of Executive, reasonable and appropriate expenses incurred by Executive for business related purposes, including dues and fees to industry and professional organizations and costs of entertainment and business development.

Draft better contracts in just 5 minutes Get the weekly Law Insider newsletter packed with expert videos, webinars, ebooks, and more!