Transition Period Payments. 4.1 The Parties acknowledge and agree that, prior to the Lease Effective Date, Tenant paid Landlord certain payments, including an upfront payment in the amount of Fifty-Four Million Dollars ($54,000,000.00) (such amount, the "Transition Period Payment Reserve"). Xxxxxxxx agrees to hold and disburse the Transition Period Payment Reserve in accordance with the provisions of this Section 4.1. For each Lease Year or portion thereof occurring during the first three (3) Lease Years of the Lease Term, Tenant shall pay Landlord a non-refundable annual payment in the amount of $10,000,000.00, which shall be due to Landlord as of the first day of such Lease Year (a “Transition Period Payment”). Notwithstanding anything herein to the contrary, the Transition Period Payment payable by Tenant hereunder during the first three (3) Lease Years of the Lease Term shall be deducted from the Transition Period Payment Reserve when due hereunder and be deemed paid by Xxxxxx in accordance with the terms hereof. Landlord shall return to Tenant, within two (2) Business Days of the first (1st) day of the fourth (4th) Lease Year of the Lease Term, the remaining amount of the Transition Period Payment Reserve in full. Notwithstanding the foregoing, in the event that Tenant has terminated this Lease prior to the last day of the third (3rd) Lease Year of the Lease Term pursuant to Section 5.1, Landlord shall immediately accelerate the payment of the Transition Period Payment for the remainder of the first three (3) Lease Years from the Transition Period Payment Reserve and return the remaining amount of the Transition Period Payment Reserve over Thirty Million Dollars ($30,000,000) to Tenant.
Transition Period Payments. During the six (6) calendar month period immediately following the Effective Date (the “Transition Period”), as further consideration for terminating the Restated Sales Agreement, Company shall pay to SpineSource an amount equal to five hundred ten thousand United Stated dollars ($510,000), payable in equal installments of eighty-five thousand United States dollars ($85,000) per month on the last business day of each calendar month commencing on the last business day of the first (1st) calendar month following the Effective Date of this Agreement. For clarity, no additional amounts shall be due or payable as consideration under the terms of this Agreement following the end of such Transition Period, unless otherwise mutually agreed to in writing by the Parties.
Transition Period Payments. It is the intention of the Company and Executive to negotiate an arrangement with Executive’s prior employer under which Executive would continue to provide services to his prior employer for a period of up to four (4) months on a part-time basis that would not require Executive to spend more than one-fifth of his productive time on the business of his prior employer (the “Transition Period”). To the extent that an acceptable arrangement can be reached with Executive’s prior employer, any payments from Executive’s prior employer for Executive’s services to the prior employer during the Transition Period shall be made directly to the Company rather than to Executive, who shall have no claim thereto. It is understood that Executive shall not be entitled to any additional payments or compensation other than as set forth in this Agreement as a result of providing such services to the prior employer.
