Reimbursement Payment Clause Samples

Reimbursement Payment. The DIVISION will provide reimbursement to the FPA, or provide for direct payment of approved costs to Federal Agencies and other vendors.

Reimbursement Payment. If all or any portion of the payments or benefits received, derived, or to be received or derived by Executive under (i) any present or prospective compensation arrangement of any type which is sponsored by CPB or any present or prospective subsidiary or affiliate of CPB, and in which the Employee is or becomes a participant, or (ii) any present or prospective agreement between CPB or any present or prospective subsidiary or affiliate of CPB, on the one hand, and Executive, on the other, will be subject to the excise tax (the “Excise Tax”) imposed under Section 4999 of the Code (with all payments and benefits which are so subject, excluding the Reimbursement Payment, being hereinafter referred to as the “Total Payments”), then CPB shall pay, at the time specified in Section 3, to the Executive an additional amount (the “Reimbursement Payment”) such that the net amount retained by the Executive, after deduction of (a) any Excise Tax on the Total Payments and (b) any Federal, state and local income and employment taxes and Excise Tax upon the Reimbursement Payment, shall be equal to the Total Payments.

Reimbursement Payment. Promptly after receipt of required financial reporting document, UT shall make payment thereof except as provided herein. UT is not under any obligation to pay invoices received after the deadline. Payment of final invoice is contingent upon the receipt by UT of all required documentation from the Subrecipient. a. Reimbursement is subject to the limitations on funds described in this Subaward Agreement and State and Federal rules and laws. The Subrecipient is responsible for ensuring that cost amounts remain within the budget limits set forth in the Research Project Work Plan. Additionally, the Subrecipient is responsible for ensuring that its allowable costs do not exceed other limits on funding, including those related to the amount of collected revenues. The requirements of this Article are included in the criteria for reimbursement by UT. b. UT may, at any time, require the Subrecipient to provide additional evidence and documentation to reasonably demonstrate allowability of costs and compliance with other Subaward Agreement requirements. Continuing compliance with requests for additional evidence and documentation is a criterion for reimbursement. UT may deny reimbursement where the evidence is insufficient in the reasonable judgement of UT. c. Reimbursement is contingent upon the Subrecipient’s satisfactory compliance with this Subaward Agreement. Failure to comply, in particular with those requirements concerning progress and financial reporting and documentation, shall be grounds for UT to: determine the corresponding cost is not allowable; withhold approval of the corresponding part of a Financial Status Report; and/or reject the corresponding part of an invoice until such time that the Subrecipient becomes compliant. UT may also elect not to reimburse if the Subrecipient does not fully comply with Article 11.2 regarding acknowledgement of financial support in publications. Subrecipient will be notified of this failure and given sixty (60) days to make such correction. Once correction is made, UT will reimburse Subrecipient. Failure to comply is also grounds for UT’s termination of the Subaward, and for all other remedies as are allowed by law. d. UT reserves the right, at its sole discretion, to pay an invoice without prior review or approval of the FSR. All cost reimbursement payments, whether under this provision or otherwise, are made conditionally, subject to a subsequent review and approval of the FSR and also subject to any additional revi...

Reimbursement Payment. At the Closing, CEP II shall (i) reimburse PSI an amount equal to $3,965,036.58 which amount represents all out-of-pocket costs and expenses of PSI related to the development of the Project (including, acquisition costs, interconnection and substation costs, engineering costs and third party vendor costs ) that have already been paid by PSI as listed on Schedule 1.5(b), and (ii) on behalf of PSI, pay $583,207.92 to those vendors listed on Schedule 1.5(b) for all other costs and expenses actually incurred, but yet to be paid, by PSI or the Project Company that are related to the development of the Project; and within 10 (ten) days after the Closing, CEP II shall pay $176,880.00 to Lessor (defined below) (all payments, in the aggregate, , representing the “Reimbursement Payment”). In addition to those representations and warranties otherwise herein, PSI represents and warrants (A) that Schedule 1.5(b) sets forth (x) all out-of-pocket costs and expenses of PSI related to the development of the Project, and (y) all costs and expenses incurred (for services performed and otherwise) but yet to be paid by PSI or the Project Company related to the development of the Project, and (B) that Exhibit C to the MIPA is accurate and contains the only existing liabilities of the Project Company to date.

Reimbursement Payment. Upon resigning his current employment, ▇▇. ▇▇▇▇ shall be paid $100,000 from Other Funds to offset certain expenses. In the event ▇▇. ▇▇▇▇’▇ employment as President ends for any reason other than death or disability prior to October 1, 2019, he shall reimburse the University the full $100,000. In the event ▇▇. ▇▇▇▇’▇ employment as President ends for any reason other than death or disability prior to October 1, 2020, he shall reimburse the University $50,000 of the payment.

Reimbursement Payment. As an accommodation to Purchaser, Shareholder agrees that it will execute Form 8023-A and otherwise cooperate with Purchaser in Purchaser's election to treat this transaction as a sale of assets under I.R.

Reimbursement Payment. (a) If this Agreement is terminated by the Offeror pursuant to Section 9.1(c)(iv) (other than in respect of a breach of covenant or obligation by the Company in respect of which a Termination Payment is payable to the Offeror under Section 9.2(a)(i)) or Section 9.1(c)(v), the Company shall pay, or cause to be paid to the Offeror, all fees and expenses of the Offeror, up to a maximum of $2,000,000, which were incurred in connection with the transactions which are the subject of this Agreement in immediately available funds by way of wire transfer on the fifth Business Day following the receipt by the Company of an invoice for such fees and expenses, supported by appropriate documents. (b) If this Agreement is terminated by the Company pursuant to Section 9.1(b)(i), Section 9.1(b)(ii) or Section 9.1(b)(iii), the Offeror shall pay, or cause to be paid to the Company, all fees and expenses of the Company, up to a maximum of $2,000,000, which were incurred in connection with the transactions which are the subject of this Agreement in immediately available funds by way of wire transfer on the fifth Business Day following the receipt by the Offeror of an invoice for such fees and expenses, supported by appropriate documents. (c) If the Offeror does not make the Offer or withdraws the Offer, in either case as a result of a failure to obtain the PRC Approvals, the Offeror shall pay or cause to be paid to the Company $10,000,000 in immediately available funds by way of wire transfer no later than five Business Days after the earlier of the Latest Mailing Time and the time of such withdrawal, as applicable. (d) The obligations of the parties under this Section 9.3 shall survive the termination of this Agreement, regardless of the circumstances thereof. (e) Neither the Offeror nor the Company shall be obligated to make more than one payment under this Section 9.3 if one or more of the events specified in Section 9.3(a) or (b), as applicable, occurs. The Company shall not be required to make any payment under Section 9.3(a) if it is obligated to make a payment under Section 9.2.

Reimbursement Payment. 10.3(b) Series C Certificates....................... 3.2(a) Series C Consideration...................... 3.1(e) Series D Certificates....................... 3.2(a) Series D Consideration...................... 3.1(e) Series E Certificates....................... 3.2(a) Series E Consideration...................... 3.1(e) Social Contract Consent..................... 4.3 Spinoff..................................... 9.2(c) Standard Election........................... 3.1(e) Standard Election Consideration............. 3.1(c) Standard Election Fraction.................. 3.4(a) Standard Election Top-Up Amount............. 3.1(c) Standstill Agreement........................ 6.3(a) Stock Election.............................. 3.1(c) Stock Election Consideration................ 3.1(c)

Reimbursement Payment. If the payments or value of all or any part of the Total Payments becomes subject to any tax imposed pursuant to Section 4999 of the Internal Revenue Code (the “Excise Tax”), Executive shall be entitled to an additional amount (the “Reimbursement Payment”) such that the net amount retained by Executive after deduction of (i) any Excise Tax; (ii) any federal, state, or local income tax, interest charges or penalties arising in respect to imposition of such Excise Tax; (iii) any federal, state or local income tax or Excise Tax imposed upon the payment provided for in this Section 16, necessary to place M▇. ▇▇▇▇▇ in the same after-tax financial position he would have been in if he had not incurred any liability for the Excise Tax.