Reimbursement of Excess Termination-related Amounts Sample Clauses

Reimbursement of Excess Termination-related Amounts. Seller shall pay to applicable Acquired Business Employees all Termination-related Amounts. In the event that the number of Acquired Business Effective Time Employees to whom (a) Purchaser does not extend an offer of employment effective as of the Effective Time, or (b) Purchaser does extend an offer of employment effective as of the Effective Time but the terms and conditions of employment (including duties, responsibilities and location) are such that even if the Acquired Business Effective Time Employee accepts the offer, the Acquired Business Effective Time Employee will be entitled to severance under Seller's standard severance policy or any compensation or benefits under the WARN Act, exceeds 225, Purchaser shall reimburse Seller for all Termination-related Amounts paid by Seller to the excess Acquired Business Effective Time Employees and the applicable Taxes payable by Seller with respect to such Termination-related Amounts. The Parties agree that for purposes of determining the amount of any reimbursement to Seller under this Section 13.2, the Parties shall determine an average amount payable to or in respect of each applicable employee and Purchaser shall be responsible for an amount equal to the per employee average, multiplied by the number of employees in excess of 225. Amounts payable by Purchaser under this Section 13.2 shall be paid to Seller within thirty (30) days after receipt of each request therefor accompanied by reasonably sufficient supporting material to verify the amount.
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Related to Reimbursement of Excess Termination-related Amounts

  • Termination of Expense Reimbursement Provisions Notwithstanding anything to the contrary in any predecessor to this Agreement, PIM agrees that it shall not be entitled to be reimbursed for any expenses that PIM, PIMSS or PFD has waived or limited.

  • Expenses; Termination Fees (a) Except as set forth in this Section 8.3, all fees and expenses incurred in connection with this Agreement and the Transactions shall be paid by the Party incurring such expenses, whether or not the Offer and Merger are consummated.

  • Facility Termination Date Any outstanding Loans and all other unpaid Obligations (other than contingent indemnity obligations) shall be paid in full by the Borrower on the Facility Termination Date. Notwithstanding the termination of this Agreement on the Facility Termination Date, until all of the Obligations (other than contingent indemnity obligations) shall have been fully paid and satisfied and all financing arrangements among the Borrower and the Lenders hereunder and under the other Loan Documents shall have been terminated, all of the rights and remedies under this Agreement and the other Loan Documents shall survive.

  • Termination Giving Rise to a Termination Payment If there is a Covered Termination by the Executive for Good Reason, or by the Company other than by reason of (i) death, (ii) disability pursuant to Section 11, or (iii) Cause, then the Executive shall be entitled to receive, and the Company shall promptly pay, Accrued Benefits and, in lieu of further base salary for periods following the Termination Date, as liquidated damages and additional severance pay and in consideration of the covenant of the Executive set forth in Section 13(a), the Termination Payment pursuant to Section 8(a).

  • Optional Termination and Reduction of Aggregate Credit Amounts (i) The Borrower may at any time terminate, or from time to time reduce, the Aggregate Maximum Credit Amounts; provided that (A) each reduction of the Aggregate Maximum Credit Amounts shall be in an amount that is an integral multiple of $1,000,000 and not less than $5,000,000 and (B) the Borrower shall not terminate or reduce the Aggregate Maximum Credit Amounts if, after giving effect to any concurrent prepayment of the Loans in accordance with Section 3.04(c), the total Revolving Credit Exposures would exceed the total Commitments.

  • Compensation in the Event of Termination In the event that the Executive’s employment hereunder terminates prior to the expiration of this Agreement for any reason provided in Section 5 hereof, the Company shall pay the Executive, compensation and provide the Executive and the Executive’s eligible dependents with benefits as follows:

  • Termination; Advance Payments Upon termination of this Lease pursuant to Paragraph 6.2(g) or Paragraph 9, an equitable adjustment shall be made concerning advance Base Rent and any other advance payments made by Lessee to Lessor. Lessor shall, in addition, return to Lessee so much of Lessee's Security Deposit as has not been, or is not then required to be, used by Lessor.

  • Event of Termination As soon as reasonably practicable and in any event within two (2) Business Days after any Responsible Officer of the Borrower obtains knowledge of the occurrence of each Event of Termination or Incipient Event of Termination (if such Incipient Event of Termination is continuing on the date of such notice), the statement of a Responsible Officer of the Borrower setting forth the details of such Event of Termination or Incipient Event of Termination and the action which the Borrower is taking or proposes to take with respect thereto.

  • Master Servicer Events of Termination (a) If any one of the following events ("Master Servicer Events of Termination") shall occur and be continuing:

  • Servicing Termination The Seller and the Trust hereby appoint Credit Acceptance as Servicer hereunder and Credit Acceptance hereby accepts such appointment and agrees to manage, collect and administer each of the Loans as Servicer. Upon the occurrence of a Servicer Default, the Indenture Trustee shall have the rights set forth in Section 8.01 hereof.

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