Tools Price. TDCC shall pay Symyx DTools for Discovery Tools Systems transferred during the Program Term the Tools Price as follows: (1) for Newly Developed Discovery Tools Systems or modules of Discovery Tools Systems that are designated Newly Developed Discovery Tools System, the Tools Price shall be *; and (2) for all other Discovery Tools Systems (excluding modules that are designated a Newly Developed Discovery Tools System), the Tools Price shall be *. In addition to the Tools Price, TDCC also shall pay Symyx DTools the cost of any additional warranty beyond the Warranty Period as provided for in the agreement for any particular Discovery Tools System as set forth in Section 7.11. The Tools Price described in this Section 7.4 is exclusive of federal, state, and local excise, sales, use, value added/ad volorem taxes, surtax and personal property taxes, fees export/import charges and other governmental assessments and similar taxes. TDCC shall be liable for and shall pay all applicable taxes and duties (other than taxes imposed on or measured by net income) appropriately invoiced by Symyx DTools, except to the extent TDCC provides Symyx DTools with a properly executed tax exemption certificate prior to delivery of an invoice setting forth any such taxes. TDCC shall not be liable for any federal, state, or local income tax, franchise tax, or similar tax based upon Symyx’s income. In addition to the Tools Price, TDCC shall bear all costs for transportation, shipping, and insurance expenses in respect of shipment to a delivery point designated by TDCC. The Tools Price shall be payable upon delivery and completion of validation of the Discovery Tools System as set forth in the agreement for each Discovery Tools System, unless otherwise mutually agreed by the parties, except that the definitive agreement for each Discovery Tools System described in Section 7.3 will provide for some level of advance payments to fund the development and construction of the Discovery Tools System. The total Tools Price paid by TDCC and its Affiliates for any and all Discovery Tools System and Newly Developed Discovery Tools System shall be included in determining whether TDCC has satisfied its commitments under Section 7.1.

Tools Price. ExxonMobil shall pay Symyx DTools for Discovery Tools Systems the Tools Price as follows: For cumulative Tools Cost Tools Price payable by ExxonMobil * If the cost for a particular Discovery Tools System falls into more than one of the categories above, the Tools Price for such system shall be determined by multiplying the portion of the cost in each category by the price multiplier for that category. The Tools Price described in this Section 7.03 is exclusive of federal, state, and local excise, sales, use, and similar taxes. ExxonMobil shall be liable for and shall pay all applicable taxes (other than taxes imposed on or measured by net income) appropriately invoiced by Symyx DTools, unless ExxonMobil provides Symyx DTools with a properly executed tax exemption certificate prior to delivery of an invoice setting forth any such taxes. ExxonMobil shall not be liable for any federal, state, or local * Confidential treatment requested income tax, franchise tax, or similar tax based upon Symyx DTools’ income. In addition to the Tools Price, ExxonMobil shall bear all costs for transportation, shipping, and insurance expenses in respect of shipment to a delivery point designated by ExxonMobil.

Tools Price. If EMRE, EMCC or an Affiliate places a binding order with Symyx Tools for the purchase of a Discovery Tools System hereunder between [ * ], then EMRE, EMCC or their Affiliate (as applicable), will pay Symyx Tools a Tools Price for such Discovery Tools Systems equal to [ * ]. For clarity, the foregoing sentence acts as an amendment to Section 7.03 of the ATTLA. The Tools Price is exclusive of federal, state, and local excise, sales, use, and similar taxes. EMRE, EMCC or their Affiliate (as applicable) will be liable for and pay all applicable taxes (other than taxes imposed on or measured by net income) appropriately invoiced by Symyx Tools, unless EMRE, EMCC or their Affiliate (as applicable) provides Symyx Tools with a properly executed tax exemption certificate prior to delivery of an invoice setting forth any such taxes. None of EMRE, EMCC or a purchasing Affiliate will be liable for any federal, state, or local income tax, franchise tax, or similar tax based upon Symyx Tools’ income. In addition to the Tools Price, EMRE, EMCC or their Affiliate (as applicable) will bear all costs for transportation, shipping, and insurance expenses in respect of shipment to a delivery point designated by EMRE, EMCC or their purchasing Affiliate. [ * ] = Certain confidential information contained in this document, marked by brackets, is filed with the Securities and Exchange Commission pursuant to Rule 24b-2 of the Securities Exchange Act of 1934, as amended.

Related to Tools Price

Supply Price The Initial Term “Supply Price” for the “Monthly Fixed Price Volume” set forth on Exhibit A shall be $[______]/MWh for the first [***] years of the Initial Term, and thereafter shall be the then-current market price as mutually agreed by Customer and Supplier prior to the end of the [***] year. The Extension Term Supply Price, if any, will be the then-current market price as mutually agreed by Customer and Supplier prior to entering into the Extension Term. Supplier and Customer may agree to fix the Supply Price for one or more periods during the Term that individually and in total are shorter than the full Term. Exhibit A sets forth the hourly delivery volume for which the Energy Price will be fixed during each month of the Term to take into account the phase-in of the facility which is expected to progress at a rate of approximately [***]MW per month (the “Monthly Fixed Price Volume”). Supplier represents that Supplier has used commercially reasonable efforts to set such Supply Price at approximately [***]% discount to the forward price at which Supplier xxxxxx its delivery obligations under this Transaction Confirmation with respect to any financial or physical energy supply arrangement intended to cover the Monthly Fixed Price Volume, the settlement index (ERCOT North Load Zone), and this Transaction Confirmation term. The [***]% discount shall be revised to take into account any physical or software limitations originating from Customer and limiting Supplier’s ability to curtail 100% of the load at the Data Center. Exhibit A also sets forth the minimum load that Customer has designated as not subject to economic curtailment (“Non-Curtailable Load”), which represents, among other things, the Motor Control Center (MCC), and other essential server and administrative load. Customer and Supplier can, in the context of the immediately preceding sentence, agree on a lesser than [***]% discount with respect to the Supply Price to account for Supplier’s incremental cost of providing a fixed Supply Price for Non-Curtailable Load.
SALES PRICE A. Cash portion of Sales Price payable by Buyer at closing $ B. Sum of all financing described in the attached:  Third Party Financing Addendum,  Loan Assumption Addendum,  Seller Financing Addendum $ C. Sales Price (Sum of A and B) $
Contract Year A twelve (12) month period during the term of the Agreement commencing on the Effective Date and each anniversary thereof.
Target Fair Market Value The Company agrees that the Target Business that it acquires must have a fair market value equal to at least 80% of the balance in the Trust Account (excluding any taxes) at the time of signing the definitive agreement for the Business Combination with such Target Business. The fair market value of such business must be determined by the Board of Directors of the Company based upon standards generally accepted by the financial community, such as actual and potential sales, earnings, cash flow and book value. If the Board of Directors of the Company is not able to independently determine that the target business meets such fair market value requirement, the Company will obtain an opinion from an unaffiliated, independent investment banking firm, or another independent entity that commonly renders valuation opinions. The Company is not required to obtain such an opinion as to the fair market value if the Company’s Board of Directors independently determines that the Target Business does have sufficient fair market value.
Contract Sales Price The total consideration provided for in the sales contract for the sale of a Property.
TIPS Pricing Vendor agrees and understands that for each TIPS Contract that it holds, Vendor submitted, agreed to, and received TIPS’ approval for specific pricing, discounts, and other pricing terms and incentives which make up Vendor’s TIPS Pricing for that TIPS Contract (“TIPS Pricing”). Vendor confirms that Vendor will not add the TIPS Administration Fee as a charge or line-item in a TIPS Sale. Vendor hereby certifies that Vendor shall only offer goods and services through this TIPS Contract if those goods and services are included in or added to Vendor’s TIPS Pricing and approved by TIPS. TIPS reserves the right to review Vendor’s pricing update requests as specifically as line-item by line-item to determine compliance. However, Vendor contractually agrees that all submitted pricing updates shall be within the original terms of the Vendor’s TIPS Pricing (scope, proposed discounts, price increase limitations, and other pricing terms and incentives originally proposed by Vendor) such that TIPS may accept Vendors price increase requests as submitted without additional vetting at TIPS discretion. Any pricing quoted by Vendor to a TIPS Member or on a TIPS Quote shall never exceed Vendor’s TIPS Pricing for any good or service offered through TIPS. TIPS Pricing price increases and modifications, if permitted, will be honored according to the terms of the solicitation and Vendor’s proposal, incorporated herein by reference.
Closing Price Closing Price shall mean the last reported market price for one share of Common Stock, regular way, on the New York Stock Exchange (or any successor exchange or stock market on which such last reported market price is reported) on the day in question. If the exchange is closed on the day on which the Closing Price is to be determined or if there were no sales reported on such date, the Closing Price shall be computed as of the last date preceding such date on which the exchange was open and a sale was reported.
Shares; Price The Company hereby grants to Optionee the right to purchase, upon and subject to the terms and conditions herein stated, the number of shares of Stock set forth in Section 1(c) above (the "Shares") for cash (or other consideration as is acceptable to the Board of Directors of the Company, in their sole and absolute discretion) at the price per Share set forth in Section 1(d) above (the "Exercise Price").
The Price The buyer may wish to apportion the purchase price among the assets first, for tax purposes; and second, so that if by chance some item is not available on completion, there is some yardstick for a claim. In most cases however, the basis for ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ . For various tax purposes it may be important to specify ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■
Year 2000 Problem The Company and its Subsidiaries have reviewed the areas within their business and operations which could be adversely affected by, and have developed or are developing a program to address on a timely basis, the "Year 2000 Problem" (that is, the risk that computer applications used by the Company and its Subsidiaries may be unable to recognize and perform properly date-sensitive functions involving certain dates prior to and any date after December 31, 1999). Based on such review and program, the Company reasonably believes that the "Year 2000 Problem" will not have a Material Adverse Effect.

Tools Price Sample Clauses

Filter & Search

Related Clauses

Parent Clauses

Related to Tools Price