Common use of Time Reimbursement of TWX for Post-Separation Administrative Services Clause in Contracts

Time Reimbursement of TWX for Post-Separation Administrative Services. From and after the Distribution, TWX shall continue to provide to the members of the Time Group services relating to (a) the administration of the TWX Equity Compensation Awards outstanding at the Distribution, (b) those services described in the TSA and (c) maintenance and administration of data relating to Time Employees, Salary Continuation Former Employees and Former Time Employees as is necessary to provide the administrative services described in the preceding clauses (a) and (b) (such services, the “TWX Services”). Without limiting the generality of Section 22.01, except as set forth in the TSA, TWX Services shall not include any services that relate to the employment of any applicable Employee with any member of the Time Group following the Distribution. As payment for the TWX Services, Time shall, or shall cause one of its Subsidiaries to, make payments to TWX in amounts that TWX and Time reasonably determine to be the costs incurred by the TWX Group in connection with such services (the “TWX Services Reimbursement Amounts”); provided, however, that to the extent that the costs of any TWX Services are billed directly to a member of the Time Group by the relevant third-party vendor, the members of the Time Group shall not be required to reimburse the members of the TWX Group for such TWX Services; provided further that the Time Group shall not be required to make payments for TWX Services pursuant to this Agreement to the extent payment for the relevant TWX Services are made pursuant to the TSA. The TWX Services Reimbursement Amounts shall also include amounts that relate to services for which a member of the Time Group has previously reimbursed a member of the TWX Group (including services provided to the Time Group prior to the Distribution Date and any TWX Services) but with respect to which a member of the TWX Group incurs additional costs following the time of the initial reimbursement, which additional costs may include, but are not limited to, additional Taxes payable by a member of the TWX Group with respect to such services and additional payments required to be made to third-party vendors for previously rendered services. The obligations of Time to reimburse TWX with respect to the TWX Services are set forth in Section 18.01.